Interim / Quarterly Report • Aug 28, 2017
Interim / Quarterly Report
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ARCTIC PAPER S.A. CAPITAL GROUP Consolidated semi-annual report for six months ended on 30 June 2017 along with an independent auditor's report from a review
| Introduction 4 | |
|---|---|
| Information on the report 4 | |
| Definitions and abbreviations 4 | |
| Forward looking statements 9 | |
| Forward looking statements relating to risk factors 9 | |
| Management Board's report from operations of the | |
| Arctic Paper S.A. Capital Group and of Arctic Paper S.A. | |
| to the report for the first half of 2017 | 10 |
| Description of the business of the Arctic Paper Group 11 | |
| General information 11 | |
| Summary of consolidated financial results 14 | |
| Consolidated profit and loss account 14 | |
| Statement of financial position 18 | |
| Consolidated cash flows 22 | |
| Summary of standalone financial results 23 | |
| Standalone income statement 23 | |
| Statement of financial position 25 | |
| Standalone cash flows 27 | |
| Relevant information and factors affecting the financial | |
| results and the assessment of the financial standing 28 | |
| Key factors affecting the performance results 28 | |
| Unusual events and factors 29 | |
| Impact of changes in Arctic Paper Group's structure on | |
| the financial result 29 | |
| Other material information 29 | |
| Information on market trends 31 | |
| Factors influencing the financial results in the perspective | |
| of the next quarter 32 | |
| Risk factors 33 | |
| Supplementary information 37 | |
| Management Board position on the possibility to achieve | |
| the projected financial results published earlier 37 | |
| Changes to the management and supervisory bodies of | |
| Arctic Paper S.A. 37 | |
| Changes in holdings of the Issuer's shares or rights to | |
| shares by persons managing and supervising Arctic | |
| Paper S.A 38 | |
| Information on sureties and guarantees 38 | |
| Material off-balance sheet items 39 | |
| Information on court and arbitration proceedings and | |
| proceedings pending before public administrative |
|
| authorities 40 | |
| Information on transactions with related parties executed | |
| on non-market terms and conditions 40 | |
| Statements of the Management Board 41 | |
| Accuracy and reliability of the presented reports 41 | |
| Appointment of the entity authorized to audit financial | |
| statements 41 | |
| Interim abbreviated consolidated financial statements | |
| for six months ended on 30 June 2017 | 42 |
| Interim abbreviated consolidated financial statements | ||
|---|---|---|
| and selected financial data 44 | ||
| Selected consolidated financial data 44 | ||
| Interim abbreviated consolidated profit and loss account 45 | ||
| Interim | abbreviated consolidated statement of |
|
| comprehensive income 46 | ||
| Interim abbreviated consolidated balance sheet 47 | ||
| Interim abbreviated consolidated cash flow statement 48 | ||
| Interim abbreviated consolidated statement of changes | ||
| in equity 49 | ||
| Additional explanatory notes 52 | ||
| 1. | General information 52 | |
| 2. | Composition of the Group 54 | |
| 3. | Management and supervisory bodies 56 | |
| 4. | Approval of the financial statements 56 | |
| 5. | Basis of preparation of the consolidated |
|
| financial statements 57 | ||
| 6. | Significant accounting principles (policies) 57 | |
| 7. | Seasonality 59 | |
| 8. | Information on business segments 59 | |
| 9. | Discontinued operations 64 | |
| 10. | Income and costs 66 | |
| 11. | Cash and cash equivalents 68 | |
| 12. | Dividend paid and proposed 70 | |
| 13. | Income tax 70 | |
| 14. | Earnings/(loss) per share 71 | |
| 15. | Tangible fixed assets and intangible assets and | |
| impairment 72 | ||
| 16. | Inventories 74 | |
| 17. | Trade and other receivables 74 | |
| 18. | Other non-financial and financial assets 75 | |
| 19. | Interest-bearing loans and borrowings 75 | |
| 20. | Other financial liabilities 75 | |
| 21. | Trade and other payables 76 | |
| 22. | Change in provisions 76 | |
| 23. | Accruals and deferred income 76 | |
| 24. | Share capital 77 | |
| 25. | Financial instruments 77 | |
| 26. | Financial risk management objectives and |
|
| policies | 87 | |
| 27. | Capital management 88 | |
| 28. | Contingent liabilities and contingent assets 88 | |
| 29. | Legal claims 88 | |
| 30. | Tax settlements 88 | |
| 31. | Investment commitments 89 | |
| 32. | Transactions with related entities 89 | |
| 33. | CO2 emission rights 90 | |
| 34. | Government grants and operations in the | |
| Special Economic Zone 91 | ||
| 35. | Material events after the balance sheet date 93 |
| Interim abbreviated standalone financial statements for six months ended on 30 June 2017 Interim abbreviated standalone financial statements and |
94 | |
|---|---|---|
| selected financial data 96 Selected standalone financial data 96 |
||
| Interim abbreviated standalone income statement 97 | ||
| Interim abbreviated standalone comprehensive income | ||
| statement 98 | ||
| Interim abbreviated standalone balance sheet 99 | ||
| Interim abbreviated standalone cash flow statements 100 | ||
| Interim abbreviated standalone statement of changes in | ||
| equity 101 | ||
| Additional explanatory notes 104 | ||
| 1. | General information 104 | |
| 2. | Basis of preparation of the Interim abbreviated | |
| financial statements 104 | ||
| 3. | Identification of the consolidated financial |
|
| statements 104 | ||
| 4. | Composition of the Company's Management | |
| Board | 104 | |
| 5. | Composition of the Company's Supervisory | |
| Board | 105 | |
| 6. | Approval of the financial statements 105 | |
| 7. | Investments by the Company 106 |
| 8. | Significant accounting principles (policies) and | |
|---|---|---|
| adjustment of previous years' mistake 107 | ||
| 9. | Seasonality 113 | |
| 10. | Information on business segments 113 | |
| 11. | Income and costs 114 | |
| 12. | Investments in subsidiaries 115 | |
| 13. | Cash and cash equivalents 116 | |
| 14. | Dividend paid and proposed 116 | |
| 15. | Dividend received 117 | |
| 16. | Trade and other receivables 117 | |
| 17. | Income tax 117 | |
| 18. | Tangible fixed assets and intangible assets 117 | |
| 19. | Other financial assets 117 | |
| 20. | Interest-bearing loans and borrowings 118 | |
| 21. | Share capital and reserve capital/other reserves 118 | |
| 22. | Trade payables 120 | |
| 23. | Financial instruments 120 | |
| 24. | Financial risk management objectives and |
|
| policies 125 | ||
| 25. | Capital management 126 | |
| 26. | Contingent liabilities and contingent assets 126 | |
| 27. | Transactions with related entities 126 | |
| 28. | Events after the balance sheet date 128 |
This Consolidated Semi-Annual Report for six months ended on 30 June 2017 was prepared in accordance with the Regulation of the Minister of Finance of 25 May 2016 amending the Regulation on current and periodic information provided by issuers of securities and on conditions under which information required by legal regulations of a third country may be recognised as equivalent (Journal of Laws of 2016, item 860) and a part of the abbreviated consolidated financial statements in accordance with International Financial Reporting Standards (IFRS), in particular in accordance with International Accounting Standard No. 34 and IFRS approved by the EU IFRS approved by the EU cover standards and interpretations approved by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC). The abbreviated consolidated financial statements do not comprise all information and disclosures required in the annual consolidated financial statements which are subject to mandatory audit and therefore they should be read in conjunction with the consolidated financial statements of the Group for the year ended on 31 December 2016. The data for the periods of 3 months ended on 30 June 2017 and on 30 June 2016, disclosed in the abbreviated consolidated and standalone financial statements was not reviewed or audited by statutory auditor. The interim financial result may not fully reflect the financial result that may be generated for the entire financial year.
Certain selected information contained in this report comes from the Arctic Paper Group management accounting system and statistics systems.
This consolidated semi-annual report presents data in PLN, and all figures, unless otherwise indicated, are given in thousand PLN.
Unless the context requires otherwise, the following definitions and abbreviations are used in the whole document:
Abbreviations applied to business entities, institutions and authorities of the Company
| Arctic Paper, Company, Issuer, Parent Company, AP |
Arctic Paper Spółka Akcyjna with its registered office in Poznań, Poland |
|---|---|
| Capital Group, Group, Arctic Paper | Capital Group comprised of Arctic Paper Spółka Akcyjna and its subsidiaries as well as |
| Group, AP Group | joint ventures |
| Arctic Paper Kostrzyn, AP Kostrzyn, | Arctic Paper Kostrzyn Spółka Akcyjna with its registered office in Kostrzyn nad Odrą, |
| APK | Poland |
| Arctic Paper Munkedals, AP | Arctic Paper Munkedals AB with its registered office in Munkedal Municipality, Västra |
| Munkedals, APM | County, Sweden |
| Arctic Paper Mochenwangen, AP | Arctic Paper Mochenwangen GmbH with its registered office in Mochenwangen, |
| Mochenwangen, APMW | Germany |
| Arctic Paper Grycksbo, AP Grycksbo, APG |
Arctic Paper Grycksbo AB with its registered office in Kungsvagen, Grycksbo, Sweden |
| Paper Mills | Arctic Paper Kostrzyn, Arctic Paper Munkedals, Arctic Paper Grycksbo, Arctic Paper |
| Mochenwangen (by the end of December 2015) |
|---|
| Arctic Paper Investment AB with its registered office in Göteborg, Sweden |
| Arctic Paper Investment GmbH with its registered office in Wolpertswende, Germany |
| Arctic Paper Verwaltungs GmbH with its registered office in Wolpertswende, Germany |
| Arctic Paper Immobilienverwaltungs GmbH & Co. KG with its registered office in Wolpertswende, Germany |
| Arctic Paper Kostrzyn Spółka Akcyjna with its registered office in Kostrzyn nad Odrą and EC Kostrzyn Sp. z o.o. with its registered office in Kostrzyn nad Odrą |
| Arctic Paper Investment GmbH, Arctic Paper Mochenwangen GmbH, Arctic Paper Verwaltungs GmbH, Arctic Paper Immobilienverwaltungs GmbH & Co.KG (disclosed in this report as discontinued operations) |
| From 8 July 2014: Arctic Paper Grycksbo AB, formerly: Arctic Paper Grycksbo AB and Grycksbo Paper Holding AB |
| Arctic Paper Papierhandels GmbH with its registered office in Vienna (Austria); Arctic Paper Benelux SA with its registered office in Oud-Haverlee (Belgium); Arctic Paper Danmark A/S with its registered office in Greve (Denmark); Arctic Paper France SA with its registered office in Paris (France); Arctic Paper Deutschland GmbH with its registered office in Hamburg (Germany); Arctic Paper Ireland Ltd with its registered office in Dublin (Ireland); liquidated on 25 October 2016 Arctic Paper Italia Srl with its registered office in Milan (Italy); Arctic Paper Baltic States SIA with its registered office in Riga (Latvia); Arctic Paper Norge AS with its registered office in Kolbotn (Norway); Arctic Paper Polska Sp. z o.o. with its registered office in Warsaw (Poland); Arctic Paper España SL with its registered office in Barcelona (Spain); Arctic Paper Sverige AB with its registered office in Munkedal (Sweden); Arctic Paper Schweiz AG with its registered office in Zurich (Switzerland); Arctic Paper UK Ltd with its registered office in Caterham (UK); Arctic Paper East Sp. z o.o. with its registered office in Kostrzyn nad Odrą (Poland); |
| Arctic Paper Finance AB with its registered office in Göteborg, Sweden |
| Rottneros AB with its registered office in Sunne, Sweden |
| Rottneros AB with its registered office in Sunne, Sweden; Rottneros Bruk AB with its registered office in Sunne, Sweden; Utansjo Bruk AB with its registered office in Harnösand, Sweden, Vallviks Bruk AB with its registered office in Söderhamn, Sweden; Rottneros Packaging AB with its registered office in Stockholm, Sweden; SIA Rottneros Baltic with its registered office in Ventspils, Latvia |
| Rottneros Bruk AB in Sunne, Sweden; Vallviks Bruk AB with its registered office in Söderhamn, Sweden |
| SIA Rottneros Baltic with its registered office in Latvia |
| Kalltorp Kraft Handelsbolaget with its registered office in Trollhattan, Sweden |
| Nemus Holding AB with its registered office in Göteborg, Sweden |
| The Issuer's core shareholder, holding directly and indirectly over 50% of shares in |
| Arctic Paper S.A.; a member of the Issuer's Supervisory Board | |
|---|---|
| Management Board, Issuer's Management Board, Company's Management Board, Group's Management Board |
Management Board of Arctic Paper S.A. |
| Supervisory Board, Issuer's Supervisory Board, Company's Supervisory Board, Group's Supervisory Board, SB |
Supervisory Board of Arctic Paper S.A. |
| GM, General Meeting, Issuer's General Meeting, Company's General Meeting |
General Meeting of Arctic Paper S.A. |
| EGM, Extraordinary General Meeting, Issuer's Extraordinary General Meeting, Company's Extraordinary General Meeting |
Extraordinary General Meeting of Arctic Paper S.A. |
| Articles of Association, Issuer's Articles of Association, Company's Articles of Association |
Articles of Association of Arctic Paper S.A. |
| SEZ | Kostrzyńsko-Słubicka Special Economic Zone |
| Court of Registration | District Court Poznań-Nowe Miasto i Wilda in Poznań |
| Warsaw Stock Exchange, WSE | Giełda Papierów Wartościowych w Warszawie Spółka Akcyjna |
| KDPW, Depository | Krajowy Depozyt Papierów Wartościowych Spółka Akcyjna with its registered office in Warsaw |
| PFSA | Polish Financial Supervision Authority |
| SFSA | Swedish Financial Supervisory Authority, equivalent to PFSA |
| NASDAQ in Stockholm, Nasdaq | Stock Exchange in Stockholm, Sweden |
| CEPI | Confederation of European Paper Industries |
| EURO-GRAPH | The European Association of Graphic Paper Producers |
| Eurostat | European Statistical Office |
| GUS | Central Statistical Office of Poland |
| NBSK | Northern Bleached Softwood Kraft |
| BHKP | Bleached Hardwood Kraft Pulp |
| Definitions of selected terms and financial indicators and abbreviations of currencies | |
| Sales profit margin | Ratio of profit (loss) on sales to sales revenues from continuing operations |
| EBIT | Profit on continuing operating activity (Earnings Before Interest and Taxes) |
| EBIT profitability, operating profitability, operating profit margin |
Ratio of operating profit (loss) to sales revenues from continuing operations |
| EBITDA | Operating profit from continuing operations plus depreciation and amortisation and impairment charges (Earnings Before Interest, Taxes, Depreciation and Amortisation) |
| EBITDA profitability, EBITDA margin | Ratio of operating profit plus depreciation and amortisation and impairment charges to |
| sales revenues from continuing operations | |
|---|---|
| Gross profit margin | Ratio of gross profit (loss) to sales revenues from continuing operations |
| Sales profitability ratio, net profit margin | Ratio of net profit (loss) to sales revenues |
| Return on equity, ROE | Ratio of net profit (loss) to equity income |
| Return on assets, ROA | Ratio of net profit (loss) to total assets |
| EPS | Earnings Per Share, ratio of net profit to the weighted average number of shares |
| BVPS | Book Value Per Share, Ratio of book value of equity to the number of shares |
| Debt-to-equity ratio | Ratio of total liabilities to equity |
| Equity to fixed assets ratio | Ratio of equity to fixed assets |
| Interest-bearing debt-to-equity ratio | Ratio of interest-bearing debt and other financial liabilities to equity |
| Net debt-to-EBITDA ratio | Ratio of interest-bearing debt minus cash to EBITDA from continuing operations |
| Solidity ratio | Ratio of equity (calculated in compliance with Swedish GAAP accounting principles) to assets |
| Interest coverage | Ratio of interest value (less of financial lease interest) to EBITDA (calculated in compliance with Swedish GAAP accounting principles) |
| EBITDA-to-interest coverage ratio | Ratio of EBITDA to interest expense from continuing operations |
| Current liquidity ratio | Ratio of current assets to short-term liabilities |
| Quick ratio | Ratio of current assets minus inventory and short-term accruals, prepayments and deferred costs to short-term liabilities |
| Acid test ratio | Ratio of total cash and similar assets to short-term liabilities |
| DSI | Days Sales of Inventory, ratio of inventory to cost of sales multiplied by the number of days in the period |
| DSO | Days Sales Outstanding, ratio of trade receivables to sales revenues from continuing operations multiplied by the number of days in the period |
| DPO | Days Payable Outstanding, Ratio of trade payables to cost of sales from continuing operations multiplied by the number of days in the period |
| Operating cycle | DSI + DSO |
| Cash conversion cycle | Operating cycle – DPO |
| FY | Financial year |
| Q1 | 1st quarter of the financial year |
| Q2 | 2nd quarter of the financial year |
| Q3 | 3rd quarter of the financial year |
| Q4 | 4th quarter of the financial year |
| H1 | First half of the financial year |
| H2 | Second half of the financial year |
| YTD | Year-to-date |
| Like-for-like, LFL | Analogous, with respect to operating result. |
| p.p. | Percentage point – difference between two amounts of one item given in percentage |
|---|---|
| PLN, zł, złoty | Monetary unit of the Republic of Poland |
| gr | grosz – 1/100 of one zloty (the monetary unit of the Republic of Poland) |
| Euro, EUR | Monetary unit of the European Union |
| GBP | Pound sterling – monetary unit of the United Kingdom |
| thousand, | Swedish Krona – monetary unit of the Kingdom of Sweden |
| USD | United States dollar, the legal tender in the United States of America |
| IAS | International Accounting Standards |
| IFRS | International Financial Reporting Standards |
| GDP | Gross Domestic Product |
| Other definitions and abbreviations | |
| Series A Shares | 50,000 Shares of Arctic Paper S.A. A series ordinary shares of PLN 1 each. |
| Series B Shares | 44,253,500 Shares of Arctic Paper S.A. B series ordinary shares of PLN 1 each. |
| Series C Shares | 8,100,000 Shares of Arctic Paper S.A. C series ordinary shares of PLN 1 each. |
| Series E Shares | 3,000,000 Shares of Arctic Paper S.A. E series ordinary shares of PLN 1 each. |
| Series F Shares | 13,884,283 Shares of Arctic Paper S.A. F series ordinary shares of the nominal value of PLN 1 each |
| Shares, Issuer's Shares | Series A, Series B, Series C, Series E, and Series F Shares jointly |
The information contained in this report which does not relate to historical facts relates to forward looking statements. Such statements may, in particular, concern the Group's strategy, business development, market projections, planned investment outlays, and future revenues. Such statements may be identified by the use of expressions pertaining to the future such as, e.g., "believe", "think", "expect", "may", "will", "should", "is expected", "is assumed", and any negations and grammatical forms of these expressions or similar terms. The statements contained in this report concerning matters which are not historical facts should be treated only as projections subject to risk and uncertainty. Forward-looking statements are inevitably based on certain estimates and assumptions which, although our management finds them rational, are naturally subject to known and unknown risks and
In this report we described the risk factors that the Management Board of our Group considers specific to the sector we operate in; however, the list may not be exhaustive. Other factors may arise that have not been identified by us and that could have material and adverse impact in the business, financial condition, results on operations or prospects of the Arctic Paper Group. In such circumstances, the price of the shares of the Company listed at the Warsaw Stock Exchange or at uncertainties and other factors that could cause the actual results to differ materially from the historical results or the projections. For this reason, we cannot assure that any of the events provided for in the forward-looking statements will occur or, if they occur, about their impact on the Group's operating activity or financial situation. When evaluating the information presented in this report, one should not rely on such forward-looking statements, which are stated only as at the date they are expressed. Unless legal regulations contain detailed requirements in this respect, the Group shall not be obliged to update or verify those forward-looking statements in order to provide for new developments or circumstances. Furthermore, the Group is not obliged to verify or to confirm the analysts' expectations or estimates, except for those required by law.
NASDAQ in Stockholm may decrease, investors may lose their invested funds in whole or in part and the potential dividend disbursement by the Company may be limited.
We ask you to perform a careful analysis of the information disclosed in 'Risk factors' of this report – the section contains a description of risk factors and uncertainties related to the business of the Arctic Paper Group.
Management Board's report from operations of the Arctic Paper S.A. Capital Group and of Arctic Paper S.A. to the report for the first half of 2017
The Arctic Paper Group is a leading European producer in terms of production volume of bulky book paper, offering a broad range of products in the segment and one of the leading producers of high-quality graphic paper in Europe. The Group produces numerous types of uncoated and coated wood-free paper as well as wood-containing uncoated paper for printing houses, paper distributors, book and magazine publishing houses and the advertising industry. In connection with acquisition of the Rottneros Group in December 2012, the Group's assortment was expanded with the production of pulp. As on the day hereof, the Arctic Paper Group employs app. 1,750 people in its Paper Mills, Pulp Mills, companies dealing in paper distribution and sales, and a company dealing in timber procurement for pulp production. The Group's Paper Mills are located in Poland and Sweden, and have total production capacity of more than 700,000 tons of paper per year. Paper production in the Paper Mill located in Germany, with total production output of 115,000 tons of paper annually, was discontinued at the end of 2015. The Pulp Mills are located in Sweden and have total production capacity of over 400,000 tons of pulp per year. The Group has fourteen Sales Offices which handle distribution and marketing of products offered by the Group providing access to all European markets, including Central and Eastern Europe. Our consolidated sales revenues for H1 2017 totalled PLN 1,477 million.
Arctic Paper S.A. is a holding company set up in April 2008. The Parent Entity is entered in the register of entrepreneurs of the National Court Register maintained by the District Court in Poznań – Nowe Miasto i Wilda, 8th Commercial Division of the National Court Register, under KRS number 0000306944. The Parent Entity holds statistical number REGON 080262255.
The principal business of the Arctic Paper Group is paper production and sales.
The Group's additional business, partly subordinate to paper production, covers:
As on 30 June 2017 as well as on the day hereof, the Group owned the following Paper Mills:
■ the Paper Mill in Kostrzyn nad Odrą (Poland) has the production capacity of about 280,000 tons per year and mainly produces uncoated wood-free paper for general printing use such as printing books, brochures and forms, and for producing envelopes and other paper products;
■ the Paper Mill in Munkedal (Sweden) has the production capacity of about 160,000 tons per year and mainly
The Paper Mill in Mochenwangen (Germany) whose production was discontinued at the end of 2015, had production capacity of about 115,000 tons.
produces fine uncoated wood-free paper used primarily for printing books and high-quality brochures;
■ the Paper Mill in Grycksbo (Sweden) has the production capacity of about 265,000 tons per year and produces coated wood-free paper used for printing maps, books, magazines, posters and printing of advertising materials.
As on 30 June 2017 as well as on the day hereof, the Group owned the following pulp mills:
The product assortment of the Arctic Paper Group covers:
Uncoated wood-free paper, in particular:
Coated wood-free paper, in particular:
■ coated woodfree paper, manufactured under the G-Print and Arctic brands, used primarily for printing of books, magazines, catalogues, maps, personalised direct mail correspondence.
production is known as NBSK pulp. The unbleached sulphate pulp produced by the mill is characterised with a high level of purity. The high quality of this pulp, which has been achieved over the years, made Vallvik the global leader in deliveries of this type of pulp, which is used, among others, in the production of power transformers and in the cable industry.
Uncoated wood-containing paper, in particular:
■ premium wood containing bulky book paper that we produce and distribute under the Munken brand, was developed specially for multi-colour and B/W printing of books;
Unbleached sulphate pulp:
■ fully bleached sulphate pulp and unbleached sulphate pulp used primarily to produce printing and writing paper, cardboard, toilet paper and white packaging paper.
Mechanical fibre pulp:
■ chemo thermo mechanical pulp (CTMP) and groundwood which are used mainly for production of printing and writing papers;
Until the end of 2015 the Group used to produce wood containing bulky book paper under the PAMO brand and wood containing offset paper under the L-Print brand. In view of discontinued production at the Paper Mill in AP Mochenwangen, the Group discontinued manufacturing those kinds of paper.
The Arctic Paper Capital Group comprises Arctic Paper S.A., as the Parent Entity, and its subsidiaries, as well as joint ventures. Since 23 October 2009, Arctic Paper S.A. has been listed on the primary market of the Warsaw Stock Exchange and since 20 December 2012 in the NASDAQ stock exchange in Stockholm. The Group operates through its Paper Mills and Pulp Mills and its subsidiary producing packaging as well as its sales Offices and Procurement Offices.
Detailed information on the organisation of the Arctic Paper S.A. Capital Group with identification of the consolidated entities is provided in the section 'Accounting principles (policies)' and in note to the consolidated financial statements (notes 1 and 2).
In H1 2017, no changes in the capital structure of the Arctic Paper Group occurred.
Nemus Holding AB, a company under Swedish law (a company owned indirectly by Mr Thomas Onstad), is the majority shareholder of Arctic Paper S.A., holding (as at 30 June 2017) 40,231,449 shares of our Company, which constitutes 58.06% of its share capital and corresponds to 58.06% of the total number of votes at General Meetings. Thus Nemus Holding AB is the parent entity of the Issuer.
Additionally, Mr Thomas Onstad, an indirect shareholder of Nemus Holding AB, holds directly 6,073,658 shares representing 8.77% of the total number of shares in the Company, and indirectly via an entity other than Nemus Holding AB – 900,000 shares accounting for 1.30% of the total number of shares of the Issuer.
Until the publication of this report, the number of shares held by Nemus Holding AB and directly by Mr Thomas Onstad increased totally by 300,000 shares while there was a decrease in the number of shares held indirectly by Mr Thomas Onstad via another entity than Nemus Holding AB. The total number of shares held directly and indirectly by Mr Thomas Onstad and his share in the share capital and in the overall number of votes has not changed versus 30 June 2017.
| as at 28.08.2017 | as at 30.06.2017 | as at 16.05.2017 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share in the | Share in the total | Share in the | Share in the total | Share in the | Share in the total | |||||||
| share capital | Number of | number of votes | Number of | share capital | number of votes | Number of | share capital | number of votes | ||||
| Shareholder | Number of shares | [% ] | votes | [% ] | shares | [% ] | Number of votes | [% ] | shares | [% ] | Number of votes | [% ] |
| Thomas Onstad | 47 205 107 | 68,13% | 47 205 107 | 68,13% | 47 205 107 | 68,13% | 47 205 107 | 68,13% | 47 205 107 | 68,13% | 47 205 107 | 68,13% |
| - indirectly via | 40 981 449 | 59,15% | 40 981 449 | 59,15% | 41 131 449 | 59,36% | 41 356 449 | 59,69% | 41 131 449 | 59,36% | 41 356 449 | 59,69% |
| Nemus Holding AB | 40 381 449 | 58,28% | 40 381 449 | 58,28% | 40 231 449 | 58,06% | 40 231 449 | 58,06% | 40 231 449 | 58,06% | 40 231 449 | 58,06% |
| other entity | 600 000 | 0,87% | 600 000 | 0,87% | 900 000 | 1,30% | 900 000 | 1,30% | 900 000 | 1,30% | 900 000 | 1,30% |
| - directly | 6 223 658 | 8,98% | 6 223 658 | 8,98% | 6 073 658 | 8,77% | 6 073 658 | 8,77% | 6 073 658 | 8,77% | 6 073 658 | 8,77% |
| Other | 22 082 676 | 31,87% | 22 082 676 | 31,87% | 22 082 676 | 31,87% | 22 082 676 | 31,87% | 22 082 676 | 31,87% | 22 082 676 | 31,87% |
| Total | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% |
| Treasury shares | - | 0,00% | - | 0,00% | - | 0,00% | - | 0,00% | - | 0,00% | - | 0,00% |
| Total | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% | 69 287 783 | 100,00% |
The data in the above table is provided as of the date of signing hereof and as of the publication date of the report for Q1 2017 and as at 30 June 2017.
| PLN thousand | 2Q 2017 |
1Q 2017 |
2Q 2016 |
1H 2017 |
1H 2016 |
Change % 2Q2017/ 1Q2017 |
Change % 2Q2017/ 2Q2016 |
Change % 1H2017/ 1H2016 |
|---|---|---|---|---|---|---|---|---|
| Continuing operations | ||||||||
| Sales revenues of which: |
703 087 | 773 902 | 721 265 | 1 476 989 | 1 499 825 | (9,2) | (2,5) | (1,5) |
| Sales of paper | 513 168 | 575 056 | 539 552 | 1 088 224 | 1 129 401 | (10,8) | (4,9) | (3,6) |
| Sales of pulp | 189 919 | 198 846 | 181 713 | 388 765 | 370 424 | (4,5) | 4,5 | 5,0 |
| Profit on sales | 141 503 | 154 638 | 138 980 | 296 141 | 289 858 | (8,5) | 1,8 | 2,2 |
| % of sales revenues | 20,13 | 19,98 | 19,27 | 20,05 | 19,33 | 0,1 p.p. | 0,9 p.p. | 0,7 p.p. |
| Selling and distribution costs | (85 866) | (91 907) | (89 141) | (177 774) | (181 395) | (6,6) | (3,7) | (2,0) |
| Administrative expenses | (26 109) | (22 630) | (24 419) | (48 739) | (45 355) | 15,4 | 6,9 | 7,5 |
| Other operating income | 9 342 | 12 936 | 20 503 | 22 278 | 38 952 | (27,8) | (54,4) | (42,8) |
| Other operating expenses | (5 842) | (8 917) | (12 219) | (14 759) | (26 979) | (34,5) | (52,2) | (45,3) |
| EBIT | 33 026 | 44 121 | 33 705 | 77 147 | 75 081 | (25,1) | (2,0) | 2,8 |
| % of sales revenues | 4,70 | 5,70 | 4,67 | 5,22 | 5,01 | (1,0) p.p. | 0,0 p.p. | 0,2 p.p. |
| EBITDA | 64 561 | 75 498 | 63 695 | 140 059 | 134 364 | (14,5) | 1,4 | 4,2 |
| % of sales revenues | 9,18 0 |
9,76 0 |
8,83 0 |
9,48 0 |
8,96 0 |
(0,6) p.p. | 0,4 p.p. | 0,5 p.p. |
| Financial income | (1 344) | 6 710 | 401 | 5 366 | 619 | (120,0) | (434,8) | 766,2 |
| Financial expenses | (9 041) | (7 920) | (13 667) | (16 961) | (21 586) | 14,2 | (33,8) | (21,4) |
| Gross profit (loss) | 22 641 | 42 911 | 20 439 | 65 552 | 54 115 | (47,2) | 10,8 | 21,1 |
| Income tax | (7 823) | (7 829) | (8 474) | (15 652) | (17 442) | (0,1) | (7,7) | (10,3) |
| Net profit (loss) from continuing operations | 14 818 | 35 082 | 11 965 | 49 899 | 36 672 | (57,8) | 23,8 | 36,1 |
| % of sales revenues | 2,11 | 4,53 | 1,66 | 3,38 | 2,45 | (2,4) p.p. | 0,4 p.p. | 0,9 p.p. |
| Discontinued operations | ||||||||
| Net profit / (loss) from discontinued operations | (1 855) | (2 148) | (1 261) | (4 003) | (6 340) | (13,7) | 47,1 | (36,9) |
| % of sales revenues | (0,26) | (0,28) | (0,17) | (0,27) | (0,42) | 0,0 p.p. | (0,1) p.p. | 0,2 p.p. |
| Net profit/(loss) | 12 963 | 32 934 | 10 704 | 45 897 | 30 332 | (60,6) | 21,1 | 51,3 |
| % of sales revenues | 1,84 | 4,26 | 1,48 | 3,11 | 2,02 | (2,4) p.p. | 0,4 p.p. | 1,1 p.p. |
| Net profit / (loss) for the reporting period attributable to the | ||||||||
| shareholders of the Parent Entity | 3 561 | 24 148 | 1 535 | 27 709 | 9 881 | (85,3) | 132,0 | 180,4 |
In the 1st half of 2017 the Arctic Paper Group generated sales revenue of PLN 1.48bn. EBITDA was PLN 140m (an increase of 4.2% compared to H1 2016) and operating profit was PLN 77.1m (up 2.8%). The Group's net profit on continuing operations in the 1st half of 2017 grew by 36.1% y/y, to PLN 49.9m.
Arctic Paper in the paper segment delivered good results although pulp prices continued to increase. This was due in part to the effects of an improved cost and financing structure, increasing the Group's operating flexibility and competitiveness. A vital role in generating good results in the paper segment was also played by expansion of the product line and an appropriate product mix in this segment.
The Group achieved good operating results in the paper segment, with EBITDA in H1 2017 growing to PLN 65.8m, up 9.3% year-on-year. Operating profit rose by 27.6%, to almost
In Q2 2017, the consolidated sales revenues amounted to PLN 703,087 thousand (sales of paper: PLN 513,168 thousand), pulp sales: PLN 189,919 thousand), as compared to PLN 721,265 thousand (sales of paper: PLN 539,552 thousand), pulp sales: PLN 181,713 thousand), in the equivalent period of the previous year. That means a decrease by PLN 18,178 thousand (a drop of paper sales by PLN 26,384 thousand, growth of pulp sales by PLN 8,206 thousand) and respectively by -2.5% (for sales paper by -4.9% and pulp sales by +4.5%).
In the first six months 2017, the sales revenues amounted to PLN 1,476,989 thousand (sales of paper: PLN 1,088,224 thousand, pulp sales: PLN 388,765 thousand), as compared to PLN 1,499,825 thousand (sales of paper: PLN 1,129,401 thousand, pulp sales: PLN 370,424 thousand), generated in the equivalent period of the previous year. This means a decrease of revenues by PLN 22,836 thousand (a drop of paper sales by PLN 41,177 thousand, a growth of pulp sales PLN 25.7m. The Group's net profit on continuing operations during the period reached nearly PLN 26m, i.e. 96.3% higher than the same period of the prior year. Sales revenue was nearly PLN 1.09bn, 3.6% lower than in the same period of 2016.
The average use of production capacity was 98%.
The Group's results in the pulp segment in the 1st half of 2017 continued to be very solid, with profit and margins remaining at a good level. The good results of Rottneros were achieved despite an unscheduled shutdown of production at the Vallvik pulp plant in April of this year. Price development for the pulp produced by Rottneros (NBSK) was favourable for the company. Investments implemented in the Agenda 500 programme are also paying off in higher volumes.
by PLN 18,341 thousand) and respectively by -1.5% (for sales paper by -3.6% and pulp sales by +5.0%).
Paper sales volume in Q2 2017 amounted to 160 thousand tons compared to 160 thousand tons in the previous year. Pulp sales volume in Q2 2017 amounted to 91 thousand tons compared to 87 thousand tons in the previous year. The change represents an increase of 4 thousand tons and by 4.6% respectively.
Paper sales volume in H1 2017 amounted to 336 thousand tons compared to 332 thousand tons in the previous year. The change represents an increase of 4 thousand tons and by 1.2% respectively. Pulp sales volume in H1 2017 amounted to 185 thousand tons compared to 173 thousand tons in the previous year. The change represents an increase of 12 thousand tons and by 6.9% respectively.
Profit on sales, costs of sales, selling and distribution costs, and administrative expenses
In H1 2017, profit on sales amounted to PLN 296,141 thousand. This result was by 2.2% higher than in the corresponding period of the previous year. Sales profit margin in the current year stood at 20.05% compared to 19.33% (+0.7 p.p.) in the same period of the previous year. The growth of profit on sales in H1 2017 versus the equivalent period last year was primarily due to lower costs of pulp consumption as a result of better negotiated commercial terms and conditions.
In the reporting period, the selling and distribution costs amounted to PLN 177,774 thousand which was a decrease by
Other operating income and expenses
Other operating income totalled PLN 22,278 thousand in H1 2017 which was a decrease as compared to the equivalent period of the previous year by PLN 16,674 thousand.
Other operating income consisted mainly of revenues from heat and electricity sales as well as sales revenues from other materials and CO2 emission rights. The growth of other operating revenues in the current period was due mainly to lower sales of other materials and energy.
In H1 2017, financial income and expenses amounted to PLN 5,366 thousand and PLN 16,961 thousand respectively which was an increase of income as compared to the equivalent period of the previous year by PLN 4,747 thousand and a growth of expenses by PLN 4,625 thousand.
The changes to financial income and expenses were primarily due to the amount of net FX differences. In H1 2017, the
For the six months of 2017, income tax amounted to PLN - 15,652 thousand while in the equivalent period in 2016 it was PLN -17,442 thousand.
Net profit (loss) from discontinued operations
Net profit/loss on discontinued operations covers the results of AP Mochenwangen and of the companies set up to acquire 2.0% compared to the costs incurred in H1 2016. The selling costs include primarily costs of transport of finished products to counterparties.
In H1 2017, the administrative expenses amounted to PLN 48,739 thousand as compared to PLN 45,355 thousand in the equivalent period of 2016 which was a growth by 7.5%. The overheads are composed primarily of the costs of advisory and administrative services in the Group.
Other operating expenses totalled PLN 14,759 thousand in H1 2017 which was a decrease as compared to the equivalent period of the previous year by PLN 12,220 thousand.
The other operating expenses comprised mainly the costs of electricity and heat sales as well as the costs of other materials sold. The lower other operating expenses in H1 2017 were affected primarily by the internal costs of other materials sold.
Group recorded a surplus of FX profit over FX losses of PLN 4,700 thousand (financial income). In the equivalent period of 2016, the Group recorded a surplus of FX losses over FX profit of PLN 6,127 thousand (financial expenses).
The current portion of income tax in the analysed semi-annual period amounted to PLN -3,060 thousand (H1 2016: PLN - 2,339 thousand), while the deferred portion to PLN -12,592 thousand (H1 2016: PLN -15,103 thousand).
the Paper Mill. As the Management Board of Arctic Paper S.A. remains ready to sell the Paper Mill, its business has been treated as discontinued. In H1 2017, the loss on discontinued operations amounted to PLN 4,003 thousand (H1 2016: PLN 6,340 thousand).
In H1 2017, the result on continuing operations amounted to PLN +77.147 thousand as compared to the profit of PLN +75,081 thousand in the equivalent period in the previous year. The changes resulted in a growth of operational profit margin from +5.01% in the six months of 2016 to +5.22% in the equivalent period of 2017.
EBITDA on continuing operations in H1 2017 amounted to PLN 140,059 thousand while in the equivalent period in 2016 it was PLN 134,364 thousand. In the reporting period, the
Profitability analysis
EBITDA margin was 9.48% compared to 8.96% for 6 months of 2016.
In H1 2017, net profit amounted to PLN +45,897 thousand as compared to PLN +30,332 thousand in Q1 2016. Net profit margin accrued after six months of 2017 amounted to +3.11% as compared to +2.02% in the equivalent period of 2016.
| Change % | Change % | Change % | ||||||
|---|---|---|---|---|---|---|---|---|
| 2Q | 1Q | 2Q | 1H | 1H | 2Q2017/ | 2Q2017/ | 1H2017/ | |
| PLN thousand | 2017 | 2017 | 2016 | 2017 | 2016 | 1Q2017 | 2Q2016 | 1H2016 |
| Profit / (loss) on sales | 141 503 | 154 638 | 138 980 | 296 141 | 289 858 | (8,5) | 1,8 | 2,2 |
| % of sales revenues | 20,13 | 19,98 | 19,27 | 20,05 | 19,33 | 0,1 p.p. | 0,9 p.p. | 0,7 p.p. |
| EBITDA | 64 561 | 75 498 | 63 695 | 140 059 | 134 364 | (14,5) | 1,4 | 4,2 |
| % of sales revenues | 9,18 | 9,76 | 8,83 | 9,48 | 8,96 | (0,6) p.p. | 0,4 p.p. | 0,5 p.p. |
| EBIT | 33 026 | 44 121 | 33 705 | 77 147 | 75 081 | (25,1) | (2,0) | 2,8 |
| % of sales revenues | 4,70 | 5,70 | 4,67 | 5,22 | 5,01 | (1,0) p.p. | 0,0 p.p. | 0,2 p.p. |
| Net profit (loss) from continuing operations | 14 818 | 35 082 | 11 965 | 49 899 | 36 672 | (57,8) | 23,8 | 36,1 |
| % of sales revenues | 2,11 | 4,53 | 1,66 | 3,38 | 2,45 | (2,4) p.p. | 0,4 p.p. | 0,9 p.p. |
| Net profit / (loss) from discontinued operations | (1 855) | (2 148) | (1 261) | (4 003) | (6 340) | (13,7) | 47,1 | (36,9) |
| % of sales revenues | (0,26) | (0,28) | (0,17) | (0,27) | (0,42) | 0,0 p.p. | (0,1) p.p. | 0,2 p.p. |
| Net profit/(loss) | 12 963 | 32 934 | 10 704 | 45 897 | 30 332 | (60,6) | 21,1 | 51,3 |
| % of sales revenues | 1,84 | 4,26 | 1,48 | 3,11 | 2,02 | (2,4) p.p. | 0,4 p.p. | 1,1 p.p. |
| Return on equity / ROE (% ) | 1,8 | 4,5 | 1,5 | 6,2 | 4,3 | (2,7) p.p. | 0,2 p.p. | 1,9 p.p. |
| Return on assets / ROA (% ) | 0,8 | 1,9 | 0,6 | 2,7 | 1,7 | (1,2) p.p. | 0,2 p.p. | 1,0 p.p. |
In H1 2017, return on equity was +6.2% while in the equivalent period of 2016 it was +4.3%.
Return on assets grew +1.7% in H1 2016 to +2.7% in H1 2017.
Higher return on equity and return on assets ratios were due primarily to the higher net profit generated in H1 2017 versus the equivalent period last year.
| Change | Change | ||||
|---|---|---|---|---|---|
| 30.06.2017 | 30.06.2017 | ||||
| PLN thousand | 30.06.2017 | 31.12.2016 | 30.06.2016 | -31.12.2016 | -30.06.2016 |
| Fixed assets | 872 881 | 884 343 | 825 104 | (11 462) | 47 777 |
| Inventories | 339 416 | 360 353 | 378 261 | (20 936) | (38 845) |
| Receivables | 349 927 | 354 824 | 388 198 | (4 897) | (38 272) |
| trade receivables | 340 942 | 343 496 | 377 901 | (2 554) | (36 959) |
| Other current assets | 18 196 | 27 711 | 16 059 | (9 514) | 2 137 |
| Cash and cash equivalents | 100 821 | 130 157 | 124 219 | (29 336) | (23 398) |
| Assets related to discontinued operations | 11 462 | 12 694 | 18 370 | (1 232) | (6 908) |
| Total assets | 1 692 704 | 1 770 081 | 1 750 212 | (77 377) | (57 508) |
| Equity | 739 265 | 742 902 | 704 158 | (3 637) | 35 106 |
| Short-term liabilities | 513 746 | 580 457 | 645 970 | (66 711) | (132 224) |
| of which: | |||||
| trade and other payables | 364 375 | 399 727 | 349 920 | (35 352) | 14 455 |
| interest-bearing debt | 62 241 | 82 053 | 187 673 | (19 812) | (125 432) |
| other non-financial liabilities | 87 130 | 98 677 | 108 377 | (11 547) | (21 247) |
| Long-term liabilities | 420 568 | 428 634 | 360 071 | (8 066) | 60 496 |
| of which: | |||||
| interest-bearing debt | 288 179 | 305 546 | 249 591 | (17 367) | 38 588 |
| other non-financial liabilities | 132 389 | 123 088 | 110 480 | 9 301 | 21 908 |
| Liabilities directly related to the discontinued operations | 19 126 | 18 088 | 40 013 | 1 038 | (20 887) |
| Total liabilities | 1 692 704 | 1 770 081 | 1 750 212 | (77 377) | (57 508) |
As at 30 June 2017 total assets amounted to PLN 1,692,704 thousand as compared to PLN 1,770,081 thousand at the end of 2016.
At the end of June 2017 fixed assets accounted for 51.6% of total assets vs. 50.0% at the end of 2016. The value of fixed assets dropped in the current half-year period by PLN 11,462
Current assets understood as a sum of inventories, receivables, other current assets and cash and cash equivalents.
As at the end of June 2017, current assets amounted to PLN 808,361 thousand as compared to PLN 873,044 thousand at the end of December 2016. As part of the current assets, thousand mainly due to a reduced value of PLN denominated tangible fixed assets and intangible assets as a result of PLN appreciation versus EUR and SEK.
inventories decreased by PLN 20,936 thousand, receivables decreased by PLN 4,897 thousand, other current assets dropped by PLN 9,514 thousand while cash and cash equivalents decreased by PLN 29,336 thousand. Current assets represented 47.8% of total assets as at the end of June 2017 (49.3% as at the end of 2016) and included inventories – 20.1% (20.4% as at the end of 2016), receivables – 20.7% (20.0% as at the end of 2016), other current assets – 1.1% (1.6% as at the end of 2016) and cash and cash equivalents –
The assets related to the discontinued operations cover the assets of the Mochenwangen Group with the exception of assets of the other companies in the Arctic Paper Group. The amount of PLN 11,462 thousand as at 30 June 2017 was composed of inventories of PLN 10,114 thousand (31
As at the end of the current period, equity amounted to PLN 739,265 thousand as compared to PLN 742,902 thousand at the end of 2016. As at the end of June 2017 equity accounted
As at the end of June 2017, short-term liabilities amounted to PLN 513,746 thousand (30.4% of balance sheet total) as compared to PLN 580,457 thousand (32.8% of balance sheet total) as at the end of 2016. During H1 2017 there was a decrease of short-term liabilities by PLN 66,711 thousand was
As at the end of June 2017, long-term liabilities amounted to PLN 420,568 thousand (24.8% of balance sheet total) as compared to PLN 428,634 thousand (24.2% of balance sheet
The liabilities directly related to the discontinued operations cover the liabilities of the Mochenwangen Group with the exception of liabilities to the other companies in the Arctic Paper Group. The amount of PLN 19,126 thousand as at 30 June 2017 was composed on provisions of PLN 13,940 thousand (31 December 2016: PLN 15,406 thousand), trade and other payables of PLN 4,940 thousand (31 December 2016: PLN 2,435 thousand), and other financial and non-
financial liabilities of 245 thousand (31 December 2016: PLN
receivables of PLN 292 thousand (31 December 2016: PLN 230), cash – PLN 554 thousand (31 December 2016: PLN 1,320 thousand), and other financial and non-financial assets – PLN 503 thousand (31 December 2016: PLN 526 thousand).
December 2016: PLN 10,618 thousand), trade and other
for 43.7% of total equity and liabilities vs. 42.0% of balance sheet total as at 31 December 2016.
primarily due to reduced trade and other payables (note 21 of the interim consolidated financial statements), accruals (note 23 of the interim consolidated financial statements) and other financial liabilities (note 20 of the interim consolidated financial statements).
total) as at the end of 2016. In the period under report, a decrease of long-term liabilities occurred by PLN 8,066
thousand, primarily due to a decrease of loans.
248 thousand).
| 2Q 2017 |
1Q 2017 |
2Q 2016 |
Change % 2Q2017/ 1Q2017 |
Change % 2Q2017/ 2Q2016 |
|
|---|---|---|---|---|---|
| Debt to equity ratio (%) | 129,0 | 128,4 | 148,6 | 0,5 p.p. | (19,6) p.p. |
| Equity to fixed assets ratio (%) | 84,7 | 86,5 | 85,3 | (1,8) p.p. | (0,6) p.p. |
| Interest-bearing debt-to-equity ratio (%) | 47,4 | 50,0 | 62,1 | (2,6) p.p. | (14,7) p.p. |
| Net debt to EBITDA ratio for the last 12 months (x) | 1,0x | 1,1x | 1,4x | (0,07) | (0,38) |
| EBITDA to interest expense ratio (x) | 11,4x | 11,1x | 10,3x | 0,3 | 1,1 |
As at the end of June 2017, debt to equity ratio amounted to 129.0% and was higher by 0.5 p.p. compared to the end of March of 2017 and lower by 19.6 p.p. compared to the end of June 2016. The fixed asset to equity ratio dropped from 86.5% as at the end of Q1 2017 to 84.7% at the end of June 2017 and was lower by 1.8 p.p. as compared to the end of March 2017 and lower by 0.6 p.p. as compared to the level of the ratio calculated at the end of June 2016.
Interest bearing debt to equity ratio amounted to 47.4% as at the end of the current half year and was lower by 2.6 p.p. compared to the end of March 2017 and higher by 14.7 p.p. compared to the level of the ratio calculated at the end of June 2016.
Net borrowings to EBITDA calculated for the last 12 months ended on 30 June 2017 amounted to 1.0x compared to 1.1x in the equivalent period ended on 31 March 2017 and 1.4x for the period ended on 30 June 2016.
The EBITDA to interest coverage ratio was 11.4x for the twelve months ended on 30 June 2017 and 11.1x and 10.3x for the periods ended on 31 March 2017 and on 30 June 2016 respectively.
The lower debt to equity ratio and interest-bearing debt to equity ratio at the end of June 2017 and March 2017 was primarily due to a drop of short-term liabilities, in particular liabilities under factoring contracts.
| Change % | Change % | ||||
|---|---|---|---|---|---|
| 2Q | 1Q | 2Q | 2Q2017/ | 2Q2017/ | |
| 2017 | 2017 | 2016 | 1Q2017 | 2Q2016 | |
| Current ratio | 1,6x | 1,6x | 1,4x | (0,0) | 0,2 |
| Quick ratio | 0,9x | 1,0x | 0,8x | (0,1) | 0,1 |
| Acid test | 0,2x | 0,2x | 0,2x | 0,0 | 0,0 |
| DSI (days) | 54,4 | 45,1 | 55,4 | 9,3 | (1,0) |
| DSO (days) | 43,6 | 44,9 | 47,2 | (1,3) | (3,5) |
| DPO (days) | 58,4 | 49,6 | 51,3 | 8,8 | 7,1 |
| Operational cycle (days) | 98,0 | 90,0 | 102,6 | 8,0 | (4,5) |
| Cash conversion cycle (days) | 39,6 | 40,5 | 51,3 | (0,8) | (11,7) |
The current liquidity ratio as at the end of June 2017 was 1.6x and it did not change in relation to the level as at the end of Q1 2017 and grew versus the end of June 2016 by 0.2.
The quick liquidity ratio reached the level of 0.9x at the end of June 2017 and dropped versus the level as at 31 March 2017 by 0.1 and was by 0.1 higher than as at the end of 30 June 2016.
The cash ratio as at the end of Q2 2017 was 0.2x and it did not change materially in relation to the level as at the end of Q1 2017 and the end of Q2 2016.
The cash conversion cycle in Q2 2017 was 39.6 days and was comparable to Q1 2017 and by 11.7 days shorter than reported at the end of Q2 2016. The shortened cash conversion cycle in Q2 2017 versus the equivalent period of 2016 resulted from faster collection of trade receivables with an extended payment period of trade payables.
| Change % | Change % | Change % | ||||||
|---|---|---|---|---|---|---|---|---|
| 2Q | 1Q | 2Q | 1H | 1H | 2Q2017/ | 2Q2017/ | 1H2017/ | |
| PLN thousand | 2017 | 2017 | 2016 | 2017 | 2016 | 1Q2017 | 2Q2016 | 1H2016 |
| Cash flows from operating activities | 81 838 | 21 935 | 15 140 | 103 773 | 15 384 | 273,1 | 440,5 | 574,5 |
| of which: | ||||||||
| Gross profit (loss) | 20 779 | 40 755 | 18 193 | 61 534 | 46 781 | (49,0) | 14,2 | 31,5 |
| Depreciation/amortisation and impairment charges | 31 535 | 31 377 | 30 108 | 62 912 | 59 610 | 0,5 | 4,7 | 5,5 |
| Changes to working capital | 24 763 | (54 370) | (21 664) | (29 606) | (78 705) | (145,5) | (214,3) | (62,4) |
| Other adjustments | 4 761 | 4 173 | (11 497) | 8 933 | (12 301) | 14,1 | (141,4) | (172,6) |
| Cash flows from investing activities | (44 278) | (30 872) | (36 751) | (75 151) | (62 599) | 43,4 | 20,5 | 20,1 |
| Cash flows from financing activities | (38 173) | (18 124) | (23 021) | (56 297) | (17 536) | 110,6 | 65,8 | 221,0 |
| Total cash flows | (613) | (27 061) | (44 632) | (27 674) | (64 750) | (97,7) | (98,6) | (57,3) |
In the first six months of 2017, net cash flows from operating activities amounted to PLN +103,773 thousand as compared to PLN +15,384 thousand in the equivalent period of 2016. Gross profit generated in H1 2017 increased by depreciation/amortisation over the period and a smaller drop of liabilities except provisions (mainly related to discontinued activities) contributed to positive cash flows from operating activities.
negative cash flows from investing activities resulted from expenditures on tangible fixed assets and intangible assets.
In H1 2017, cash flows from investing activities amounted to PLN -75,151 thousand as compared to PLN -62,599 thousand in the equivalent period of the previous year. The
In H1 2017, cash flows from financing activities amounted to PLN -56,297 thousand as compared to PLN -17,536 thousand in the equivalent period of 2016. The negative cash flows from financing activities in 2017 were primarily related to repayment of overdraft facilities and repayment of debt under factoring contracts.
| Change % | Change % | Change % | ||||||
|---|---|---|---|---|---|---|---|---|
| 2Q | 1Q | 2Q | 1H | 1H | 2Q2017/ | 2Q2017/ | 1H2017/ | |
| PLN thousand | 2017 | 2017 | 2016* | 2017 | 2016* | 1Q2017 | 2Q2016 | 1H2016 |
| Sales revenues | 57 521 | 11 779 | 49 249 | 69 300 | 59 389 | 388 | 17 | 17 |
| of which: | ||||||||
| Revenues from sales of services | 11 715 | 10 571 | 10 031 | 22 286 | 20 045 | 11 | 17 | 11 |
| Interest income on loans | 982 | 1 208 | 126 | 2 191 | 252 | (19) | 682 | 771 |
| Dividend income | 44 823 | - | 39 093 | 44 823 | 39 093 | - | 15 | 15 |
| Profit on sales | 57 521 | 11 779 | 47 663 | 69 300 | 55 976 | 388 | 21 | 24 |
| % of sales revenues | 100,00 | 100,00 | 96,78 | 100,00 | 94,25 | - p.p. | 3,2 p.p. | 5,7 p.p. |
| Selling and distribution costs | (1 400) | (1 019) | (1 044) | (2 419) | (2 041) | 37 | 34 | 19 |
| Administrative expenses | (11 938) | (9 364) | (10 429) | (21 301) | (18 551) | 27 | 14 | 15 |
| Other operating income | 110 | 4 | 105 | 114 | 111 | 2 861 | 4 | 2 |
| Other operating expenses | (35 043) | (940) | (38 523) | (35 983) | (47 347) | 3 628 | (9) | (24) |
| EBIT | 9 251 | 461 | (2 228) | 9 711 | (11 853) | 1 909 | (515) | (182) |
| % of sales revenues | 16,08 | 3,91 | (4,52) | 14,01 | (19,96) | 12,2 p.p. | 20,6 p.p. | 34,0 p.p. |
| EBITDA | 9 367 | 569 | 24 512 | 9 936 | 14 982 | 1 545 | (62) | (34) |
| % of sales revenues | 16,28 | 4,83 | 49,77 | 14,34 | 25,23 | 11,5 p.p. | (33,5) p.p. | (10,9) p.p. |
| Financial income | (2 279) | 7 158 | 5 | 4 879 | 12 | (132) | (49 055) | 42 153 |
| Financial expenses | (5 617) | (5 242) | (3 163) | (10 859) | (4 599) | 7 | 78 | 136 |
| Gross profit (loss) | 1 355 | 2 377 | (5 386) | 3 731 | (16 440) | (43) | (125) | (123) |
| Income tax | - | - | - | - | - | - | - | - |
| Net profit/(loss) | 1 355 | 2 377 | (5 386) | 3 731 | (16 440) | (43) | (125) | (123) |
| % of sales revenues | 2,36 | 20,18 | (10,94) | 5,38 | (27,68) | (17,8) p.p. | 13,3 p.p. | 33,1 p.p. |
*data for 2Q2016 and 1H2016 have been adjusted – please check note 8,1 of the financial statement
The main statutory activity of the Company is the activity of a holding company, consisting in managing of entities belonging to the controlled Capital Group. The operations of the Arctic Paper Group are conducted through Paper Mills and Pulp Mills, as well as Sales Offices.
In Q2 2017, the standalone sales revenues amounted to PLN 57,521 thousand and comprised services provided to Group companies (PLN 11,715 thousand), interest income on loans (PLN 982 thousand) and dividend income (PLN 44,823 thousand). In the equivalent period of the previous year, the standalone sales revenues amounted to PLN 49,249 thousand and comprised services provided to Group companies (PLN 10,031 thousand), interest income on loans (PLN 126 thousand) and dividend income (PLN 39,093 thousand).
In H1 2017, the standalone sales revenues amounted to PLN 69,300 thousand and comprised services provided to Group companies (PLN 22,286 thousand interest income on loans (PLN 2,191 thousand) and dividend income (PLN 44,823 thousand). In the equivalent period of the previous year, the standalone sales revenues amounted to PLN 59,389 thousand and comprised services provided to Group companies (PLN 20,045 thousand), interest on loans (PLN 252 thousand) and dividend income (PLN 39,093 thousand). That means an increase of sales revenues in H1 2017 by PLN 9,911 thousand versus the equivalent period of 2016, mainly as a result of lower dividend income.
Profit on sales amounted to PLN 69,300 thousand in H1 2017 and grew by PLN 13,324 thousand versus the equivalent period of the previous year. In 2016 the interest expense on loans from related entities was presented as selling expenses which was changed at the end of 2016 due to the modified funding structure of the Group and repayment of the loan to APK.
In H1 2017 the Company recognised the amount of PLN 2,419 thousand as selling and distribution costs (PLN 2,041 thousand in the equivalent period of 2016) which comprised
In H1 2017, the administrative expenses amounted to PLN 21,301 thousand which was an increase as compared to the equivalent period of the previous year by PLN 2,750 thousand. The growth of the expenses was primarily due to an increase of external consulting costs.
The administrative expenses include costs of the administration of the Company operation, costs of services
Other operating income totalled PLN 114 thousand in H1 2017 which was an increase as compared to the equivalent period of the previous year by PLN 3 thousand. At the same time, there was an increase of other operating expenses that reached the level of PLN 35,983 thousand (PLN 47,347
In H1 2017, the financial income amounted to PLN 4,879 thousand and was by PLN 4,867 thousand higher than the income generated in H1 2016. Financial income in 2017 was composed primarily of net FX profit. The financial expenses after six months of 2017 amounted to PLN 10,859 thousand
provided for the companies in the Group and all costs incurred by the Company for the purposes of pursuing holding company activities. Among them, a group of costs relates only to statutory activities and includes, among others: costs of tax, legal and accounting services, as well as the costs of the Supervisory Board and the Management Board.
solely the expenses related to intermediary services in the
purchase of pulp for Arctic Paper Kostrzyn S.A.
thousand in Q1 2016). The major growth of other operating expenses in H1 2017 was primarily due to a write-off of the value of interests in Arctic Paper Investment AB (PLN 32,947 thousand).
and largely referred to interest expenses on the received bank loans (PLN 6,507 thousand) and on the loan from Arctic Paper Finance AB by (PLN 1,174 thousand) and from Mr Thomas Onstad (PLN 719 thousand). In the equivalent period of 2016, the financial expenses amounted to PLN 4,599 thousand.
| Change | Change | ||||
|---|---|---|---|---|---|
| 30.06.2017 | 30.06.2017 | ||||
| PLN thousand | 30.06.2017 | 31.12.2016* | 30.06.2016* | -31.12.2016 | -30.06.2016 |
| Fixed assets | 780 954 | 809 158 | 758 201 | (28 204) | 22 754 |
| Trade | 63 161 | 77 058 | 71 893 | (13 897) | (8 732) |
| Other current assets | 81 683 | 84 096 | 14 170 | (2 414) | 67 513 |
| Cash and cash equivalents | 15 370 | 10 863 | 7 681 | 4 507 | 7 689 |
| Total assets | 941 168 | 981 176 | 851 945 | (40 008) | 89 223 |
| Equity | 574 456 | 570 026 | 591 276 | 4 430 | (16 820) |
| Short-term liabilities | 135 228 | 133 979 | 70 740 | 1 249 | 64 488 |
| Long-term liabilities | 231 483 | 277 171 | 189 929 | (45 688) | 41 554 |
| Total liabilities | 941 168 | 981 176 | 851 945 | (40 008) | 89 223 |
*data for 2Q2016 and 1H2016 have been adjusted – please check note 8,1 of the financial statement
As at 30 June 2017 total assets amounted to PLN 941,168 thousand as compared to PLN 981,176 thousand at the end of 2016.
The reduced assets are primarily due to reduced receivables and fixed assets in the period under report.
At the end of June 2017 fixed assets accounted for 83.0% of total assets vs. 82.5% at the end of 2016. The value of fixed assets dropped in the current half-year period by PLN 28,204 thousand. The main item of non-current assets includes interests in subsidiaries. At the end of H1 2017, the value was
As at the end of June 2017, current assets amounted to PLN 160,214 thousand as compared to PLN 172,017 thousand at the end of December 2016.
As part of the current assets, receivables dropped by PLN 13,897 thousand, other current assets decreased by PLN
At the end of the H1 2017, the equity amounted to PLN 574,456 thousand as compared to PLN 570,026 thousand at the end of 2016. That was an increase of equity by PLN 4,430
PLN 711,346 thousand (PLN 741,674 thousand as at 31 December 2016). The reduced value of interests in subsidiary entities was due primarily from changes to the value of interest in Arctic Paper Investment AB, including the write-off of interests in the company of PLN 32,947 thousand.
2,414 thousand while cash and cash equivalents increased by PLN 4,507 thousand. As at the end of June 2017, current assets accounted for 17.0% of total assets (17.5% as at the end of 2016).
thousand, mainly due to net gain generated in H1 2017. As at the end of June 2017 equity accounted for 61.0% of balance sheet total vs. 58.1% of balance sheet total as at the end of 2016.
As at the end of June 2017, short-term liabilities amounted to PLN 135,228 thousand (14.4% of balance sheet total) as
As at the end of June 2017, long-term liabilities amounted to PLN 231,483 thousand (24.6% of balance sheet total) as compared to PLN 277,171 thousand (28.2% of balance sheet total) as at the end of 2016.
compared to PLN 133,979 thousand (13.7% of balance sheet total) as at the end of 2016.
The reduced long-term liabilities in H1 2017 were due primarily to loan repayment on the respective due date and reduced utilisation of working capital loans.
| 2Q | 1Q | 1H | 1H | Change % 2Q2017/ |
Change % 1H2017/ |
|
|---|---|---|---|---|---|---|
| PLN thousand | 2017 | 2017 | 2017 | 2016* | 1Q2017 | 1H2016 |
| Cash flows from operating activities | 48 676 | 6 062 | 54 738 | 1 934 | 703,0 | 2 729,7 |
| of which: | ||||||
| Gross profit (loss) | 1 355 | 2 377 | 3 731 | (16 440) | (43,0) | (122,7) |
| Depreciation/amortisation and impairment charges | 116 | 109 | 225 | 197 | 6,5 | 13,8 |
| Changes to working capital | (3 595) | (887) | (4 481) | 4 629 | 305,5 | (196,8) |
| Net interest and dividends | 4 314 | 3 415 | 7 729 | 706 | 26,3 | 995,3 |
| Other adjustments | 46 486 | 1 048 | 47 534 | 12 842 | 4 335,6 | 270,1 |
| Cash flows from investing activities | (2 740) | (55) | (2 795) | (2 982) | 4 882,1 | (6,3) |
| Cash flows from financing activities | (37 437) | (10 000) | (47 437) | (706) | 274,4 | 6 621,8 |
| Total cash flows | 8 498 | (3 993) | 4 505 | (1 753) | (312,8) | (357,0) |
*data for 2Q2016 and 1H2016 have been adjusted – please check note 8,1 of the financial statement
The cash flow statement presents an increase in cash in H1 2017 by PLN 4,507 thousand which includes:
In H1 2017, net cash flows from operating activities amounted to PLN 54,738 thousand as compared to PLN 1,934 thousand in the equivalent period of 2016. The cash flows from
In H1 2017, cash flows from investing activities amounted to PLN -2,795 thousand as compared to PLN -2,982 thousand in the equivalent period of the previous year. The increased
In H1 2017, cash flows from financing activities amounted to PLN -47,437 thousand as compared to PLN -706 thousand in the equivalent period of 2016. Cash flows from financing operating activities in H1 2017 include the write-off of interests in Arctic Paper Investment AB and a change in liabilities due to cashpooling.
interest in Arctic Paper Investment AB had the major effect on the negative cash flows from investing activities in H1 of the year, like in the previous year.
activities are related to repayment and contracting of a new investment loan and a change in working capital loans.
The Group's operating activity has been historically and will continue to be influenced by the following key factors:
We believe that a number of macro-economic and other economic factors have a material impact on the demand for high-quality paper, and they may also influence the demand for the Group products and the Group's operating results. Those factors include:
Paper prices undergo cyclic changes and fluctuations, they depend on global changes in demand and overall macroeconomic and other economic factors such as indicated above. Prices of paper are also influenced by a number of factors related to the supply, primarily changes in production capacities at the worldwide and European level.
The main elements of the Group's operating expenses include raw materials, energy and transportation. The costs of raw materials include mainly the costs of pulp for Paper Mills, timber for Paper and Pulp Mills and chemical agents used for paper and pulp production. The Group's energy costs historically include mostly the costs of electricity, natural gas, coal and fuel oil. The costs of transportation include the costs of transportation services provided to the Group mainly by external entities.
Taking into account the share of those costs in total operating expenses of the Group and the limited possibility of controlling those costs by the Companies, their fluctuations may have a significant impact on the Group's profitability.
A part of pulp is supplied to our Paper Mills from the Pulp Mills of the Rottneros Group. The rest of the pulp produced in our Pulp Mills is sold to external customers.
The Group's operating results are significantly influenced by currency rate fluctuations. In particular, the Group's revenues and costs are expressed in different foreign currencies and are not matched, therefore, the appreciation of the currencies in which we incur costs towards the currencies in which we generate revenues, will have an adverse effect on the Group's results. The Group's products are primarily sold to euro zone countries, Scandinavia, Poland and the UK; therefore, the Group's revenues are to a great extent expressed in EUR, GBP, SEK and PLN, while the revenues of Pulp Mills are primarily dependent on USD. The Group's operating expenses are primarily expressed in USD (pulp costs for Paper Mills), EUR (costs related to pulp for Paper Mills, energy, transportation, chemicals and a majority of costs related to the operations of the Mochenwangen Paper Mill), PLN (the majority of other costs incurred by the Paper Mill in Kostrzyn nad Odrą) and SEK (the majority of other costs incurred by the Munkedal and Grycksbo mills as well as the Rottneros and Vallvik Pulp Mills).
Exchange rates also have an important influence on results reported in the Group's financial statements because of changes in exchange rates of the currencies in which we generate revenues and incur costs, and the currency in which we report the Group's financial results (PLN).
Under period under the report there were no unusual events and/or other factors.
In H1 2017 there were no material changes in the Arctic Paper Group's structure that would have material influence on the financial result generated.
Conclusion of a non-recourse factoring contract by Arctic Paper Munkedals AB
On 8 February 2017 Arctic Paper Munkedals AB as the seller and the Company as the guarantor entered into a factoring contract with assignment of receivables under the insurance contract with BGŻ BNP Paribas Faktoring sp. z o.o. as the factor. The contract provides for the provisions by the Factor of factoring services for AP Munkedals covering the acquisition of cash receivables due to AP Munkedals from its counterparties with the maximum factoring limit granted to AP Munkedals of PLN 35 million. Pursuant to the Factoring Contract, the Company shall perform the obligations of AP Munkedals under the Factoring Contract should AP Munkedals fails to perform such obligations in whole in part within the time specified in the Factoring Contract. The Company's liability remains valid until compliance with all obligations under the Factoring Contract, however no longer than 36 months of its termination and is capped to the amount of PLN 52.5 million.
On 1 June 2017, cash-pooling in EUR was activated within the Arctic Paper Group. The operation consists in pooling cash balances held by the individual system participants and setting them off with temporary shortages of funds with the other cash-pool participants. The solution is aimed at supporting effective cash management in the Group and minimising the costs of external funding sources by using the Group's own cash.
Repayment of the loan from Mr Thomas Onstad
On 7 July 2017, Arctic Paper SA repaid the loan from the owner Mr Thomas Onstad of EUR 4,000 thousand with interest.
Adjustment of the financial data for H1 2016 and for 2016
As at 23rd of August 2017, The Management Board of Arctic Paper S.A informed that in reference to the ongoing review of the standalone H1 financial statements for 2017 and as a result of its review by the auditor, a decision was taken regarding an adjustment to the approved financial data for H1 2016 and for 2016.
The adjustments that result from acceptance of changed method of calculation of the impairment charges to the investment in Arctic Paper Investment AB (holding 100% of shares in Arctic Paper Grycksbo AB, "APG"), and refer to the adjustments to the calculation of the recoverable amount resulting from the impairment test by the amount of the financial liabilities.
The adjusted financial data of the Company regards the following financial statements and periods:
Adjusted financial data of the company for the above periods have been presented in the note 8.1 of the financial statement.
In Q2 2017 the Arctic Paper Group recorded a decreased level of orders versus Q1 2017 by 8.7% and a growth of orders versus the equivalent period of 2016 by 0.4%. The data both
At the end of H1 2017, the prices of uncoated wood-free paper (UWF) in Europe grew by 3.36% versus the prices at the end of 2016 while for coated wood-free paper (CWF) there was a growth by 3.7%.
At the end of June 2017, the average prices declared by producers for selected types of paper and markets: Germany, France, Spain, Italy, United Kingdom – for both uncoated wood-free paper (UWF) and coated wood-free paper (CWF) were higher than at the end of Q1 2017 by 1.7% and 2.9% respectively.
The prices invoiced by Arctic Paper in EUR for comparable products in the segment of uncoated wood-free paper (UWF) increased from the end of March 2017 until the end of June 2017 by 2.0% on the average while in the segment of coated wood- free paper (CWF) the prices increased by 0.8%.
The average prices invoiced by Arctic Paper in 2017 and the prices in the reference periods do not include data from the for 2017 and prior periods does not include the facility in Mochenwangen where the activity was discontinued.
Source of data: Arctic Paper analysis
Paper Mill in Mochenwangen where the production was discontinued.
Source: For market data – RISI, price changes for selected markets in Germany, France, Spain, Italy and the UK in local currencies for graphic papers similar to the product portfolio of the Arctic Paper Group. The prices are quoted without considering specific rebates for individual clients and they include neither any additions nor price reductions in relation to the publicly available price lists. The estimated prices for each month reflect orders placed in the month while the deliveries may take place in the future. Because of that, RISI price estimates for a particular month do not reflect the actual prices at which deliveries are performed but only express ordering prices. For Arctic Paper products, the average invoiced sales prices for all served markets in EUR.
At the end of Q2 2017, the pulp prices reached the level of: NBSK – USD 890/ton and BHKP – USD 832/ton.
The average NBSK price in Q2 2017 was higher by 8.0% compared to the equivalent period of the previous year while for BHKP the average price was higher by 12.9%. Compared to Q1, the average pulp price in Q2 2017 was higher by 5.4% for NBSK and higher by 15% for BHKP.
Pulp costs are characterised by high volatility. The prices of the raw materials had major impact on the Group's profitability in the period.
The average pulp cost used for production of paper calculated for the Arctic Paper Group in PLN dropped in Q2 2017 versus Q1 2017 by 1.7% while in relation to Q2 2016 it dropped by 2.7%.
The share of pulp costs in overall selling costs after 6 months of the current year was 54% versus about 55% in H1 2016.
The Arctic Paper Group uses the pulp in the production process according to the following structure: BHKP 74%, NBSK 19% and other 8%.
The average pulp costs at Arctic Paper and the consumption structure (2017 and the reference periods) do not cover the data from the Paper Mill in Mochenwangen where the activity was discontinued.
Source of data: www.foex.fi analysis by Arctic Paper
At the end of Q2 2017, the EUR/PLN rate amounted to 4.2265 and was by 4.5% lower than at the end of Q2 2016. The mean EUR/PLN exchange rate in H1 2017 amounted to 4.2706 and was by 2.2% lower than in the equivalent period of 2016.
The EUR/SEK exchange rate amounted to 9.6517 at the end of Q2 2017 (growth by 2.4% versus the end of Q2 2016). For that currency pair, the mean exchange rate in H1 2017 was by 3.2% higher than in the equivalent period of 2016. The weakening SEK versus EUR has been positively impacting the revenues invoiced in EUR in the factories in Sweden (AP Munkedals and AP Grycksbo).
The USD/PLN exchange rate as at the end of Q2 2017 amounted to 3.7062. In H1 2017 the mean USD/PLN exchange rate was 3.9473 versus 3.9142 in the equivalent period of the previous year which was a growth by 0.8%. In Q2 2017 the mean USD/PLN exchange rate was 3.8307 and was by 1.0% lower than in Q2 2016. The change has positively affected the costs incurred in USD by AP Kostrzyn, in particular the costs of pulp.
The USD/SEK exchange rate as at the end of Q2 2017 amounted to 8.4636. In H1 2017, the mean exchange rate amounted to 8.8634 compared to 8.3338 in the equivalent period of the previous year which was an increase of the rate by 6.4%. In Q2 2017 the mean USD/SEK exchange rate dropped by 1.4% versus Q1 2017. The change in comparison to Q1 2016 favourably affected the costs incurred in USD by AP Munkedals and AP Grycksbo, in particular the costs of pulp.
At the end of June 2016, the EUR/USD exchange rate amounted to 1.1404 compared to 1.1119 (+2.6%) at the end of June 2016. In H1 2017 EUR depreciated versus USD. In H1 2017 the mean exchange rate was 1.0828 while in the equivalent period of the previous year it was 1.1163 which was a depreciation of EUR versus USD by 3%.
The appreciation of PLN versus EUR has adversely affected the Group's financial profit, mainly due to decreased sales revenues generated in EUR and translated into PLN. USD depreciating versus PLN had a positive effect on the Group's financial result as it decreased the costs of the core raw materials for the Paper Mill in Kostrzyn.
The material factors that have an impact on the financial results over the next months include:
■ Price fluctuations of raw materials, including pulp for Paper Mills and electricity for all operational entities. In particular, financial results of Paper Mills may be positively influenced by decreasing pulp prices, particularly BHKP. On the other hand, low NBSK prices should negatively influence the financial results of Pulp Mills. Fluctuations of electricity prices in Sweden may also have a material impact on the results generated by the Group. In future, such market changes may translate into changes of sales profitability in Paper Mills of AP Munkedals and AP Grycksbo as well as in Pulp Mills of Rottneros and Vallvik.
■ Changes in exchange rates, in particular, the appreciation of PLN and SEK in relation to EUR and GBP, the appreciation of PLN in relation to SEK, and the depreciation of PLN, EUR and SEK in relation to USD, may have an adverse effect on the financial results. However, our Pulp Mills may benefit from the appreciation of USD in relation to SEK.
In H1 2017 there were no material changes to the risk factors described in the report for 2016.
The sequence in which the risk factors are presented below does not reflect the likelihood of occurrence, extent or materiality of the risks.
Our Group operates in a very competitive market. The achievement of the strategic objectives assumed by the Group may be made difficult by operations of competitors, particularly integrated paper producers operating on a larger scale than our Group. Any more intensified competition resulting from potential growth of production capacity of our competitors and thus an increased supply of paper to the market, may adversely affect the achievement of the planned revenues and thus the ability to achieve the underlying financial and operational assumptions.
Our Group operates in a legal environment characterised with a high level of uncertainty. The regulations affecting our business have been frequently amended and often there are no consistent interpretations which generates a risk of violating the existing regulations and the resultant consequences even if such breach was unintentional. Additionally, amendments to regulations relating to environmental protection and other may generate the need to incur material expenditures to ensure compliance, inter alia, more restrictive regulations or stricter implementation of the existing regulations concerning the protection of surface waters, soil waters, soil and atmospheric air.
Revenues, expenses and results of the Group are exposed to FX risk, in particular relating to exchange rates of PLN and SEK to EUR, GBP and other currencies. Our Group exports a majority of its produced paper to European markets, generating a material part of its sales revenues in EUR, GBP, PLN and SEK. Sales revenues of pulp in the Pulp Mills are subject to USD FX risk. The purchase costs of materials for paper production, in particular pulp for paper mills are paid primarily in USD and EUR. Additionally, we hold loan liabilities mainly in PLN, EUR and SEK. PLN is the currency used in our financial statements and therefore our revenues, expenses and results generated by the subsidiary companies domiciled abroad are subject to FX exchange rate fluctuations. Thus FX rate fluctuations may have a strong adverse effect on the results, financial conditions and prospects of the Group.
The Group is exposed to interest rate risk in view of the existing interest-bearing debt. The risk results from fluctuations of such interest rates as WIBOR for debt in PLN, EURIBOR for debt in EUR and STIBOR for debt in SEK. Unfavourable changes of interest rates may adversely affect the results, financial condition and prospects of the Group.
Risk related to increasing importance of alternative media
Trends in advertising, electronic data transmission and storage and in the Internet have adverse impact on traditional printed media and thus on the products of the Group and its customers. Continuation of such changes may adversely affect the results, financial condition and prospects of the Group.
The sequence in which the risk factors are presented below does not reflect the likelihood of occurrence, extent or materiality of the risks.
Historically, the operational results of the Group are characterised by relatively high volatility and low profit margins on operations. Reduced revenues resulting e.g. from changes to production capacity, output, pricing policies or increased operating expenses that primarily comprise costs of raw materials (mainly pulp for Paper Mills) and energy, may mean that the Group losses its earning capacity. Material adverse changes to profitability may result in reduced prices of our stock and reduced capacity to generate working capital thus adversely affecting our business and deteriorating our prospects.
Risk of price changes to raw materials, energy and products
We are exposed to the risk of price changes of raw materials and energy, primarily related to price fluctuations of pulp, fuel oil, diesel oil, coal and electricity. Paper Mills buy pulp under frame agreements or in one-off transactions and do not hedge against fluctuations of pulp prices. A part of pulp is supplied to our Paper Mills from the Pulp Mills of the Rottneros Group. The Group does not hedge against the risk of rising prices of coal and fuel oil that is used in the Paper Mill of AP Mochenwangen. The risk of changing prices of raw materials is related primarily to changing prices of paper and pulp in the markets to which we sell our products. A material growth of prices of one or more raw materials and energy may adversely affect the operating results and financial condition of the Group.
Our Group holds three Paper Mills operating jointly seven production lines with total annual production capacity of over 700,000 tons of paper and two Pulp Mills with total production capacity of 400,000 tons of pulp. Long-lasting disruption to the production process may result from a number of factors, including a breakdown, human error, unavailability of raw materials, natural catastrophes and other that are beyond our control. Each such disruption, even relatively short, may have material impact on our production and profitability and result in material costs for repairs, liabilities to buyers whose orders we are not able to satisfy and other expenses.
Investments by the Group aimed at expanding the production capacity of the Group require material capital outlays and a relatively long time to complete. As a result, the market conditions under which we operate may be materially changed in the period between our decision to incur investment outlays to expand production capacity and the completion time. Changes of market conditions may result in volatile demand for our products which may be too low in the context of additional production capacities. Differences between demand and investments in new production capacities may result in failure to utilise the expanded production capacity to the full extent. This may have adverse effect on the operating results and financial condition of the Group.
Our Group has the largest portion of its debt under a loan agreement with a consortium of banks (European Bank for Reconstruction and Development, Bank Zachodni WBK S.A. and BGŻ BNP Paribas S.A.) of 9 September 2016, loans from Swedish Export Credit Corporation and Danske Bank, and under lease contracts.
Failure by the Group to comply with its obligations, including the agreed levels of financial ratios (covenants) resulting from the agreements, failure by Svenska Handelsbanken to renew the lease contract, will result in default under the agreement. Events of default may in particular result in demand for repayment of our debt, banks taking control over important assets like Paper Mills or Pulp Mills and loss of other assets which serve as collateral, deterioration of creditworthiness and lost access to external funding which will be converted into lost liquidity and which in turn may materially adversely affect our business and development prospects and our stock prices.
In the context of deteriorating situation in paper industry and the results of the Arctic Paper Group, our suppliers, in particular suppliers of such raw materials as pulp, may have problems with acquiring insurance limits (sale on credit) and thus they may lose the possibility of offering deferred payment terms to the Arctic Paper Group. Such situation may result in deteriorated financial situation and loss of financial liquidity of operating units and as a result this may adversely affect the situation in the entire Group.
Polskie Górnictwo Naftowe i Gazownictwo S.A (PGNiG) is the sole supplier of natural gas used by AP Kostrzyn to generate heat and electrical energy for paper production. (PGNiG). In this context, the business and costs of paper production at AP Kostrzyn is materially affected by availability and price of natural gas. Potential disruptions of supplies of natural gas to the Paper Mill in Kostrzyn nad Odrą may have adverse effect on production, results on operations and financial condition of the Group.
Risk of loss of tax relieves related to the operation of AP Kostrzyn
AP Kostrzyn has been using a major tax relief resulting from its operations in the Kostrzyńsko-Słubicka Specjalna Strefa Ekonomiczna. The relief was granted until 2026 and is subject to compliance by AP Kostrzyn of the applicable laws, regulations and other conditions relating to the relief, including compliance with certain criteria concerning employment and investment outlays. Tax regulations and interpretations thereof are subject to very frequent changes in Poland. Changes to the regulations applicable to the tax relief or breach by AP Kostrzyn of the applicable conditions may result in loss of the relief and have material adverse impact on the results of operations and financial condition of the Group.
Consolidation trends among our existing and potential customers may result in a more concentrated customer base covering a few large buyers. Such buyers may rely on their improved bargaining position in negotiating terms of paper purchases or decide to change the supplier and acquire products from our competitors. Additionally, in the context of the deteriorating condition in printing industry, such customers as paper distributors, printing houses or publishers may not be able to obtain insurance limits (sale on credit) or have problems with financial liquidity which may result in their bankruptcy and adversely affect our financial results. The above factors may have adverse impact on the operational results and financial condition of the Group.
Risk related to compliance with regulations on environmental protection and adverse impact of the production process on the environment
The Group meets the requirements related to environmental protection; however, no certainty exists that it will always be able to comply with its obligations and that in the future it will avoid material expenses or that it will not incur material obligations related to the requirements or that it will be able to obtain all permits, approvals and other consents to carry on its business as planned. Similarly, considering that paper and pulp production is related to potential hazards relating to waste generated in Paper Mills and Pulp Mills and contamination with chemicals, no certainty exists that in the future the Group is not charged with liability for environmental pollution or that no event that may underlie the liability of the Group has not already occurred. Thus the Group may be required to incur major expenses in connection with the need to remove contamination and land reclamation.
Our Paper Mills and Pulp Mills are provided with free carbon dioxide emission rights for each period. The emission rights are awarded within the EU Emission Trading Scheme. Should such free carbon dioxide emission rights be cancelled and replaced with a system of paid emission rights, our costs of energy generation will grow accordingly. Additionally, we may be forced to incur other unpredictable expenses in connection with the emission rights or changing legal regulations and the resultant requirements. Due to the above we may be forced to reduce the quantity of generated energy or to increase the production costs which may adversely affect our business, financial condition, operational results or development prospects.
Risk related to the capacity of the Company to pay dividend
The Issuer is a holding company and therefore its capacity to pay dividend is subject to the level of potential disbursements from its subsidiary companies involved in operational activity, and the level of cash balances. Certain subsidiaries of the Group involved in operational activity may be subject to certain restrictions concerning disbursements to the Issuer. No certainty exists that such restrictions will have no material impact on the business, results on operations and capacity of the Group to distribute dividend.
In connection with the term and revolving loan agreements signed on 9 September 2016, the agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the intercreditor agreement (described in more detail in note 32.2 "Obtaining of new financing" in the annual report for 2016), the possibility of the Company to pay dividend is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurrence of any events of default (as defined in the term and revolving loan agreements).
The Management Board of Arctic Paper S.A. has not published the projected financial results for 2017.
Due to the expiry of the term of office of the previous Management Board of 29 May 2017, composed as follows:
The Supervisory Board at its meeting on 19 April 2017 approved a resolution on the appointment on 30 May 2017 of the Management Board for a new term of office composed as follows:
Until the date hereof, there were no other changes to the composition of the Management Board of the Parent Company.
Until the date hereof, there were no changes to the composition of the Supervisory Board of the Parent Company.
| Managing and supervising persons | Number of shares or rights to shares as at 28.08.2017 |
Number of shares or rights to shares as at 16.05.2017 |
Change |
|---|---|---|---|
| Management Board | |||
| Per Skoglund | 10 000 | 10 000 | - |
| Małgorzata Majewska-Śliwa | - | - | - |
| Wolfgang Lübbert | ND | - | - |
| Jacek Łoś | ND | - | - |
| Michał Sawka | ND | - | - |
| Supervisory Board - |
|||
| Per Lundeen | 14 760 | 14 760 | - |
| Thomas Onstad | 6 223 658 | 6 073 658 | 150 000 |
| Roger Mattsson | - | - | - |
| Maciej Georg | - | - | - |
| Mariusz Grendowicz | - | - | - |
As at 30 June 2017, the Group reported:
contingent liability under a guarantee for FPG in favour of the mutual life insurance company PRI for SEK 1,444 thousand at Arctic Paper Grycksbo AB and for SEK 758 thousand at Arctic Paper Munkedals AB;
pledge on properties of Arctic Paper Munkedals AB resulting from an FPG contract in favour of the mutual life insurance company PRI for SEK 50,000 thousand;
■ pledge on 39,900,000 shares of Rottneros AB under the loan agreement for EUR 4,000 thousand concluded by Arctic Paper S.A. with Mr Thomas Onstad.
In connection with the term and revolving loan agreements, agreements relating to the bond issue and the intercreditor agreement (described in more detail in the note "Obtaining new financing") signed on 9 September 2016, on 3 October 2016 the Company signed agreements and statements pursuant to which collateral to the above debt and other claims would be established in favour of Bank BGŻ BNP Paribas S.A., acting as the Collateral Agent, that is
declaration by the Company and the Guarantors on voluntary submission to enforcement, in the form of a notary deed;
financial pledges and registered pledges on the bank accounts of the Company and the Guarantors, registered in Poland;
The information regarding off-balance sheet items is disclosed in the consolidated financial statements.
During the period under report, Arctic Paper S.A. and its subsidiaries were not a party to any proceedings pending before a court, arbitration or public administrative authority, the individual or joint value of which would equal or exceed 10% of the Company's equity.
During the period under report, Arctic Paper S.A. and its subsidiaries did not execute any material transactions with related entities on non-market terms and conditions.
Members of the Management Board of Arctic Paper S.A. represent that to the best of their knowledge:
Members of the Management Board of Arctic Paper S.A. represent that Ernst & Young Audyt Polska Spółka z ograniczoną odpowiedzialnością sp.k. – an entity authorized to audit financial statements that has that reviewed the semi-annual abbreviated consolidated financial statements of the Arctic Paper S.A. Capital Group, was selected in compliance with applicable laws and that the auditors that performed the review complied with the criteria to issue an impartial and independent report on the review and report on the review of the semi-annual abbreviated consolidated financial statements, in compliance with the applicable regulations and professional standards.
Signatures of the Members of the Management Board
| Position | First and last name | Date | Signature |
|---|---|---|---|
| President of the Management Board Managing Director |
Per Skoglund | 28 August 2017 | |
| Member of the Management Board Financial Director |
Małgorzata Majewska-Śliwa | 28 August 2017 |
Interim abbreviated consolidated financial statements for six months ended on 30 June 2017 along with an independent auditor's report from a review
| Interim abbreviated consolidated financial statements | |
|---|---|
| for six months ended on 30 June 2017 42 Interim abbreviated consolidated financial statements |
|
| and selected financial data 44 | |
| Selected consolidated financial data 44 | |
| Interim abbreviated consolidated profit and loss account 45 | |
| Interim | abbreviated consolidated statement of |
| comprehensive income 46 | |
| Interim abbreviated consolidated balance sheet 47 | |
| Interim abbreviated consolidated cash flow statement 48 | |
| Interim abbreviated consolidated statement of changes | |
| in equity 49 | |
| Additional explanatory notes 52 | |
| 1. | General information 52 |
| 2. | Composition of the Group 54 |
| 3. | Management and supervisory bodies 56 |
| 4. | Approval of the financial statements 56 |
| 5. | Basis of preparation of the consolidated |
| 6. | financial statements 57 Significant accounting principles (policies) 57 |
| 7. | Seasonality 59 |
| 8. | Information on business segments 59 |
| 9. | Discontinued operations 64 |
| 10. | Income and costs 66 |
| 11. | Cash and cash equivalents 68 |
| 12. | Dividend paid and proposed 70 |
| 13. | Income tax 70 |
| 14. | Earnings/(loss) per share 71 |
| 15. | Tangible fixed assets and intangible assets and |
| impairment 72 | |
| 16. | Inventories 74 |
| 17. | Trade and other receivables 74 |
| 18. | Other non-financial and financial assets 75 |
| 19. | Interest-bearing loans and borrowings 75 |
| 20. | Other financial liabilities 75 |
| 21. 22. |
Trade and other payables 76 Change in provisions 76 |
| 23. | Accruals and deferred income 76 |
| 24. | Share capital 77 |
| 25. | Financial instruments 77 |
| 26. | Financial risk management objectives and |
| policies 87 | |
| 27. | Capital management 88 |
| 28. | Contingent liabilities and contingent assets 88 |
| 29. | Legal claims 88 |
| 30. | Tax settlements 88 |
| 31. | Investment commitments 89 |
| 32. | Transactions with related entities 89 |
| 33. | CO2 emission rights 90 |
| 34. | Government grants and operations in the | |
|---|---|---|
| Special Economic Zone 91 | ||
| 35. | Material events after the balance sheet date 93 | |
| Interim abbreviated standalone financial statements for | ||
| six months ended on 30 June 2017 | 94 | |
| Interim abbreviated standalone financial statements and | ||
| selected financial data 96 | ||
| Selected standalone financial data 96 | ||
| Interim abbreviated standalone income statement 97 | ||
| Interim abbreviated standalone comprehensive income | ||
| statement 98 | ||
| Interim abbreviated standalone balance sheet 99 | ||
| Interim abbreviated standalone cash flow statements 100 | ||
| Interim abbreviated standalone statement of changes in | ||
| equity 101 | ||
| Additional explanatory notes 104 | ||
| 1. | General information 104 | |
| 2. | Basis of preparation of the Interim abbreviated | |
| financial statements 104 | ||
| 3. | Identification of the consolidated financial |
|
| statements 104 | ||
| 4. | Composition of the Company's Management | |
| Board | 104 | |
| 5. | Composition of the Company's Supervisory | |
| Board | 105 | |
| 6. | Approval of the financial statements 105 | |
| 7. | Investments by the Company 106 | |
| 8. | Significant accounting principles (policies) and | |
| adjustment of previous years' mistake 107 | ||
| 9. 10. |
Seasonality 113 Information on business segments 113 |
|
| 11. | Income and costs 114 | |
| 12. | Investments in subsidiaries 115 | |
| 13. | Cash and cash equivalents 116 | |
| 14. | Dividend paid and proposed 116 | |
| 15. | Dividend received 117 | |
| 16. | Trade and other receivables 117 | |
| 17. | Income tax 117 | |
| 18. | Tangible fixed assets and intangible assets 117 | |
| 19. | Other financial assets 117 | |
| 20. | Interest-bearing loans and borrowings 118 | |
| 21. | Share capital and reserve capital/other reserves 118 | |
| 22. | Trade payables 120 | |
| 23. | Financial instruments 120 | |
| 24. | Financial risk management objectives and |
|
| policies 125 | ||
| 25. | Capital management 126 | |
| 26. | Contingent liabilities and contingent assets 126 | |
| 27. | Transactions with related entities 126 | |
| 28. | Events after the balance sheet date 128 |
| For the period | For the period | For the period | For the period | |
|---|---|---|---|---|
| from 01.01.2017 | from 01.01.2016 | from 01.01.2017 | from 01.01.2016 | |
| to 30.06.2017 | to 30.06.2016 | to 30.06.2017 | to 30.06.2016 | |
| PLN thousand | PLN thousand 7 |
EUR thousand | EUR thousand | |
| Continuing operations | ||||
| Sales revenues | 1 476 989 | 1 499 825 | 345 849 | 343 343 |
| Operating profit (loss) | 77 147 | 75 081 | 18 065 | 17 188 |
| Gross profit (loss) | 65 552 | 54 115 | 15 349 | 12 388 |
| Net profit (loss) from continuing operations | 49 899 | 36 672 | 11 684 | 8 395 |
| Discontinued operations | ||||
| Profit (loss) from discontinued operations | (4 003) | (6 340) | (937) | (1 451) |
| Net profit / (loss) for the period | 45 897 | 30 332 | 10 747 | 6 944 |
| Net profit / (loss) attributable to the shareholders of the Parent Entity | 27 709 | 9 881 | 6 488 | 2 262 |
| Net cash flows from operating activities | 103 773 | 15 384 | 24 299 | 3 522 |
| Net cash flows from investing activities | (75 151) | (62 599) | (17 597) | (14 330) |
| Net cash flows from financing activities | (56 297) | (17 536) | (13 182) | (4 014) |
| Change in cash and cash equivalents | (27 674) | (64 750) | (6 480) | (14 823) |
| Weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| EPS (in PLN/EUR) | 0,40 | 0,14 | 0,09 | 0,03 |
| Diluted EPS (in PLN/EUR) | 0,40 | 0,14 | 0,09 | 0,03 |
| Mean PLN/EUR exchange rate* | 4,2706 | 4,3683 |
| As at | As at | As at | As at | |
|---|---|---|---|---|
| 30 June 2017 | 31 December 2016 | 30 June 2017 | 31 December 2016 | |
| PLN thousand | PLN thousand | EUR thousand | EUR thousand | |
| Assets | 1 692 704 | 1 770 081 | 400 498 | 400 109 |
| Long-term liabilities | 420 568 | 428 634 | 99 507 | 96 888 |
| Short-term liabilities | 513 746 | 580 457 | 121 554 | 131 206 |
| Equity | 739 265 | 742 902 | 174 912 | 167 925 |
| Share capital | 69 288 | 69 288 | 16 394 | 15 662 |
| Number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Book value per share (in PLN/EUR) | 10,67 | 10,72 | 2,52 | 2,42 |
| Diluted book value per share (in PLN/EUR) | 10,67 | 10,72 | 2,52 | 2,42 |
| Declared or paid dividend (in PLN/EUR) | - | - | - | - |
| Declared or paid dividend per share (in PLN/EUR) | - | - | - | - |
| PLN/EUR exchange rate at the end of the period** | - | - | 4,2265 | 4,4240 |
* - The profit and loss items have been translated at the mean arithmetic exchange rates published by the National Bank of Poland from the beginning of the year until the end of the period covered with the report.
** - Balance sheet items and book value per share have been translated at the mean arithmetic exchange rates published by the National Bank of Poland, prevailing on the balance sheet date.
| 3-month period | 6-month period | 3-month period | 6-month period | ||
|---|---|---|---|---|---|
| ended on | ended on | ended on | ended on | ||
| 30 June 2017 | 30 June 2017 | 30 June 2016 | 30 June 2016 | ||
| Note | (unaudited) | (unaudited) | (unaudited) | (unaudited) | |
| Continuing operations | |||||
| Revenues from sales of goods | 10.1 | 703 087 | 1 476 989 | 721 265 | 1 499 825 |
| Sales revenues | 703 087 | 1 476 989 | 721 265 | 1 499 825 | |
| Costs of sales | 10.2 | (561 585) | (1 180 848) | (582 285) | (1 209 968) |
| Gross profit / (loss) on sales | 141 503 | 296 141 | 138 980 | 289 858 | |
| Selling and distribution costs | 10.3 | (85 866) | (177 774) | (89 141) | (181 395) |
| Administrative expenses | 10.4 | (26 109) | (48 739) | (24 419) | (45 355) |
| Other operating income | 10.5 | 9 342 | 22 278 | 20 503 | 38 952 |
| Other operating expenses | 10.6 | (5 842) | (14 759) | (12 219) | (26 979) |
| Operating profit (loss) | 33 026 | 77 147 | 33 705 | 75 081 | |
| Financial income | 10.7 | (1 344) | 5 366 | 401 | 619 |
| Financial expenses | 10.7 | (9 041) | (16 961) | (13 667) | (21 586) |
| Gross profit (loss) | 22 641 | 65 552 | 20 439 | 54 115 | |
| Income tax | 13 | (7 823) | (15 652) | (8 474) | (17 442) |
| Net profit (loss) from continuing operations | 14 818 | 49 899 | 11 965 | 36 672 | |
| Discontinued operations | |||||
| Profit (loss) from discontinued operations | 9 | (1 855) | (4 003) | (1 261) | (6 340) |
| Net profit / (loss) | 12 963 | 45 897 | 10 704 | 30 332 | |
| Attributable to: | |||||
| The shareholders of the Parent Entity, of which: | 3 561 | 27 709 | 1 535 | 9 881 | |
| - profit (loss) from continuing operations | 5 416 | 31 712 | 2 796 | 16 221 | |
| - profit (loss) from discontinued operations | (1 855) | (4 003) | (1 261) | (6 340) | |
| Non-controlling shareholders, of which: | 9 402 | 18 188 | 9 169 | 20 451 | |
| - profit (loss) from continuing operations | 9 402 | 18 188 | 9 169 | 20 451 | |
| - profit (loss) from discontinued operations | - | - | - | - | |
| 12 963 | 45 897 | 10 704 | 30 332 | ||
| Earnings per share: | |||||
| – basic earnings from the profit/(loss) attributable to the | |||||
| shareholders of the Parent Entity | 14 | 0,05 | 0,40 | 0,02 | 0,14 |
| – basic profit/(loss) from continuing operations attributable to | |||||
| the shareholders of the Parent Entity | 14 | 0,08 | 0,46 | 0,04 | 0,23 |
| – diluted earnings from the profit attributable to the | |||||
| shareholders of the Parent Entity | 14 | 0,05 | 0,40 | 0,02 | 0,14 |
| – diluted profit from continuing operations attributable to the | |||||
| shareholders of the Parent Entity | 14 | 0,08 | 0,46 | 0,04 | 0,23 |
Additional notes to the interim abbreviated consolidated financial statements provided on pages 52 to 93 constitute an integral part hereof
| 3-month period ended on 30 June 2017 (unaudited) |
6-month period ended on 30 June 2017 (unaudited) |
3-month period ended on 30 June 2016 (unaudited) |
6-month period ended on 30 June 2016 (unaudited) |
|
|---|---|---|---|---|
| Profit for the reporting period | 12 963 | 45 897 | 10 704 | 30 332 |
| Other comprehensive income | ||||
| Items to be reclassified to profit/loss in future reporting periods: | ||||
| FX differences on translation of foreign operations | (5 012) | (28 279) | 7 257 | 4 641 |
| Deferred income tax | (1 746) | 2 660 | (2 851) | (2 765) |
| Measurement of financial instruments | 7 449 | (11 156) | 12 885 | 12 596 |
| Other comprehensive income (net) | 691 | (36 774) | 17 291 | 14 472 |
| Total comprehensive income for the period | 13 654 | 9 122 | 27 995 | 44 804 |
| Total comprehensive income attributable to: | ||||
| The shareholders of the Parent Entity | 4 007 | 5 102 | 12 675 | 20 419 |
| Non-controlling shareholders | 9 647 | 4 020 | 15 319 | 24 386 |
| As at 30 June 2017 | As at 31 December 2016 | |
|---|---|---|
| Note | (unaudited) | (audited) |
| ASSETS | ||
| Fixed assets | ||
| Tangible fixed assets 15 |
767 334 | 774 818 |
| Investment properties | 4 074 | 4 074 |
| Intangible assets 15 |
52 181 | 57 033 |
| Interests in joint ventures | 876 | 924 |
| Other financial assets 18 |
9 009 | 10 913 |
| Other non-financial assets 18 |
1 470 | 1 548 |
| Deferred income tax assets 13 |
37 938 | 35 034 |
| 872 881 | 884 343 | |
| Current assets | ||
| Inventories 16 |
339 416 | 360 353 |
| Trade and other receivables 17 |
340 942 | 343 496 |
| Corporate income tax receivables | 8 985 | 11 328 |
| Other non-financial assets 18 |
14 398 | 16 492 |
| Other financial assets 18 |
3 798 | 11 218 |
| Cash and cash equivalents 11 |
100 821 | 130 157 |
| 808 361 | 873 044 | |
| Assets related to discontinued operations 9 |
11 462 | 12 694 |
| TOTAL ASSETS | 1 692 704 | 1 770 081 |
| EQUITY | ||
| Equity (attributable to the shareholders of the Parent Entity) | ||
| Share capital 24 |
69 288 | 69 288 |
| Reserve capital | 447 638 | 447 638 |
| Other reserves | 118 394 | 156 975 |
| FX differences on translation | 2 741 | 19 798 |
| Retained earnings / Accumulated losses | (91 197) | (151 550) |
| Cumulated other comprehensive income related to discontinued operations | (11 733) | (12 120) |
| 535 130 | 530 028 | |
| Non-controlling stake | 204 134 | 212 874 |
| Total equity | 739 265 | 742 902 |
| Long-term liabilities | ||
| Interest-bearing loans, borrowings and bonds 19 |
260 547 | 275 464 |
| Provisions 22 |
86 102 | 90 313 |
| Other financial liabilities 20 |
27 632 | 30 082 |
| Deferred income tax liability 13 |
26 354 | 11 851 |
| Accruals and deferred income 23 |
19 933 | 20 924 |
| 420 568 | 428 634 | |
| Short-term liabilities | ||
| Interest-bearing loans, borrowings and bonds 19 |
51 457 | 55 367 |
| Other financial liabilities 20 |
10 784 | 26 686 |
| Trade and other payables 21 |
364 375 | 399 727 |
| Income tax liability | 207 | 179 |
| Accruals and deferred income 23 |
86 923 | 98 498 |
| 513 746 | 580 457 | |
| Liabilities directly related to the discontinued operations 9 |
19 126 | 18 088 |
| TOTAL LIABILITIES | 953 439 | 1 027 179 |
| TOTAL EQUITY AND LIABILITIES | 1 692 704 | 1 770 081 |
Arctic Paper S.A. Capital Group ■ Page 47 of 129
Additional notes to the interim abbreviated consolidated financial statements provided on pages 52 to 93 constitute an integral part hereof
| 6-month period | 6-month period | ||
|---|---|---|---|
| ended on | ended on | ||
| 30 June 2017 | 30 June 2016 | ||
| Note | (unaudited) | (unaudited) | |
| Cash flows from operating activities | |||
| Gross profit/(loss) on continuing operations | 65 552 | 54 115 | |
| Gross profit /(loss) on discontinued operations | (4 017) | (7 334) | |
| Gross profit (loss) | 61 534 | 46 781 | |
| Adjustments for: | |||
| Depreciation/amortisation | 62 912 | 59 610 | |
| FX gains / (loss) | (1 059) | 5 708 | |
| Interest, net | 10 076 | 11 484 | |
| Profit / loss from investing activities | 13 | (324) | |
| (Increase) / decrease in receivables and other non-financial assets | 11.1 | (10 275) | (28 478) |
| (Increase) / decrease in inventories | 11.1 | 6 934 | 32 939 |
| Increase /(decrease) in liabilities except for loans and borrowings | 11.1 | (19 533) | (74 793) |
| Change in accruals and prepayments | 11.1 | (6 733) | (8 374) |
| Change in provisions | 11.1 | (727) | (28 193) |
| Income tax paid | (683) | (3 461) | |
| Redemption effect of CO2 emission rights | - | 368 | |
| Certificates in cogeneration | 672 | 429 | |
| Other | 641 | 1 688 | |
| Net cash flows from operating activities | 103 773 | 15 384 | |
| Cash flows from investing activities | |||
| Disposal of tangible fixed assets and intangible assets | 120 | 720 | |
| Purchase of tangible fixed and intangible assets | 11.1 | (75 716) | (63 319) |
| Other capital outflows / inflows | 445 | - | |
| Net cash flows from investing activities | (75 151) | (62 599) | |
| Cash flows from financing activities | |||
| Change to overdraft facilities | (47 477) | (1 794) | |
| Repayment of financial leasing liabilities | (2 004) | (1 544) | |
| Repayment of other financial liabilities | (16 951) | (871) | |
| Inflows under contracted loans, borrowings and debt securities | 51 127 | - | |
| Inflows from other financial liabilities | - | 32 865 | |
| Repayment of loans, borrowings and debt securities | (17 049) | (17 676) | |
| Dividend disbursed to non-controlling shareholders | (12 759) | (17 502) | |
| Interest paid | (11 183) | (11 014) | |
| Net cash flows from financing activities | (56 297) | (17 536) | |
| Increase / (decrease) in cash and cash equivalents | (27 674) | (64 750) | |
| Net FX differences | (2 427) | 1 105 | |
| Cash and cash equivalents at the beginning of the period | 131 476 | 189 603 | |
| Cash and cash equivalents at the end of the period | 11 | 101 375 | 125 958 |
Additional notes to the interim abbreviated consolidated financial statements provided on pages 52 to 93 constitute an integral part hereof
| Cumulated other | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| FX differences | comprehensive | |||||||||
| on translation | Retained earnings / income related to |
Equity attributable to | ||||||||
| Reserve | of foreign | Other | (Accumulated | discontinued | non-controlling | |||||
| Share capital | capital | operations | reserves | losses) | operations | Total | shareholders | Total equity | ||
| As at 01 January 2017 | 69 288 | 447 638 | 19 798 | 156 975 | (151 550) | (12 120) | 530 028 | 212 874 | 742 902 | |
| Net profit / (loss) for the period | - | - | - | - | 27 709 | - | 27 709 | 18 188 | 45 897 | |
| Other comprehensive income (net) for the period | - | - | (16 670) | (5 937) | - | - | (22 607) | (14 168) | (36 774) | |
| Total comprehensive income for the period | - | - | (16 670) | (5 937) | 27 709 | - | 5 102 | 4 020 | 9 122 | |
| Profit distribution / loss coverage | - | - | (32 644) | 32 644 | - | - | - | - | ||
| Dividend distribution to non-controlling entities | - | - | - | - | - | - | - | (12 759) | (12 759) | |
| Discontinued operations | - | - | (387) | - | - | 387 | - | - | - | |
| As at 30 June 2017 (unaudited) | 69 288 | 447 638 | 2 741 | 118 394 | (91 197) | (11 733) | 535 130 | 204 134 | 739 265 |
| Attributable to the shareholders of the Parent Entity | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Cumulated other | ||||||||||
| FX differences | comprehensive | |||||||||
| on translation | Retained earnings / | Equity attributable to | ||||||||
| income related to Reserve of foreign Other (Accumulated |
discontinued | non-controlling | ||||||||
| Share capital | capital | operations | reserves | losses) | operations | Total | shareholders | Total equity | ||
| As at 01 January 2016 | 69 288 | 447 638 | 21 810 | 127 976 | (181 625) | (8 974) | 476 111 | 200 744 | 676 856 | |
| Net profit / (loss) for the period | - | - | - | - | 9 881 | - | 9 881 | 20 451 | 30 332 | |
| Other comprehensive income (net) for the period | - | - | 2 307 | 8 230 | - | - | 10 537 | 3 935 | 14 472 | |
| Total comprehensive income for the period | - | - | 2 307 | 8 230 | 9 881 | - | 20 419 | 24 386 | 44 804 | |
| Profit distribution / loss coverage | - | - | 4 910 | (4 910) | - | - | - | - | ||
| Dividend distribution to non-controlling entities | - | - | - | - | - | - | - | (17 502) | (17 502) | |
| Discontinued operations | - | - | 227 | - | - | (227) | - | - | - | |
| As at 30 June 2016 (unaudited) | 69 288 | 447 638 | 24 343 | 141 116 | (176 654) | (9 201) | 496 530 | 207 628 | 704 158 |
| FX differences on translation |
Retained earnings / | Cumulated other comprehensive income related to |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Reserve | of foreign | Other | (Accumulated | discontinued | Equity attributable to | ||||
| Share capital | capital | operations | reserves | losses) | operations | Total | minority shareholders | Total equity | |
| As at 01 January 2016 | 69 288 | 447 638 | 21 810 | 127 976 | (181 625) | (8 974) | 476 111 | 200 744 | 676 856 |
| Net profit (loss) for the financial year | - | - | - | - | 39 946 | - | 39 946 | 21 080 | 61 026 |
| Other comprehensive income (net) for the year | - | - | (2 234) | 24 090 | (7 886) | - | 13 970 | 8 551 | 22 522 |
| Total comprehensive income for the period | - | - | (2 234) | 24 090 | 32 061 | - | 53 916 | 29 631 | 83 548 |
| Profit distribution | - | - | - | 4 909 | (4 909) | - | - | - | |
| Discontinued operations | - | - | 222 | 2 924 | (3 146) | - | - | - | |
| Dividend distribution to non-controlling entities | - 69287,5 |
- 447638,1 |
- 19797,93921 |
- 156974,5048 |
- -151549,8823 |
-12120,04189 | - | (17 502) 230375,8374 |
(17 502) |
| As at 31 December 2016 | 69 288 | 447 638 | 19 798 | 156 975 | (151 550) | (12 120) | 530 028 | 212 874 | 742 902 |
The Arctic Paper Group is a leading European producer in terms of production volume of bulky book paper, offering a broad range of products in the segment and one of the leading producers of high-quality graphic paper in Europe. The Group produces numerous types of uncoated and coated wood-free paper as well as wood-containing uncoated paper for printing houses, paper distributors, book and magazine publishing houses and the advertising industry. As of the day hereof, the Arctic Paper Group employs app. 1,750 people in its Paper Mills and Pulp Mills, companies dealing in paper distribution the procurement office. Our Paper Mills are located in Poland and Sweden, and have total production capacity of over 700,000 tons of paper per year. Paper production in the Paper Mill located in Germany, with total production output of 115,000 tons of paper annually, was discontinued at the end of 2015. The Pulp Mills are located in Sweden and have total production capacity of over 400,000 tons of pulp per year. The Group has fourteen Sales Offices which handle distribution and marketing of products offered by the Group providing access to all European markets, including Central and Eastern Europe.
Our consolidated sales revenues for six months of 2017 amounted to PLN 1,477 million.
Arctic Paper S.A. is a holding company set up in April 2008. As a result of capital restructuring carried out in 2008, the Paper Mills Arctic Paper Kostrzyn (Poland) and Arctic Paper Munkedals (Sweden), Distribution Companies and Sales Offices have become the properties of Arctic Paper S.A. Previously they were owned by Trebruk AB (formerly Arctic Paper AB), the parent company of Arctic Paper S.A. In addition, under the expansion, the Group acquired the Paper Mill Arctic Paper Mochenwangen (Germany) in November 2008 and the Paper Mill Grycksbo (Sweden) in March 2010. In 2012, the Group acquired shares in Rottneros AB, a company listed on NASDAQ in Stockholm, Sweden, holding interests in two pulp companies (Sweden).
The Parent Company is entered in the register of entrepreneurs of the National Court Register maintained by the District Court in Poznań – Nowe Miasto i Wilda, 8th Commercial Division of the National Court Register, under KRS number 0000306944. The Parent Company holds statistical number REGON 080262255.
The interim abbreviated consolidated financial statements of the Group with respect to the consolidated profit and loss account, statement of comprehensive income, cash flow statement and statement of changes to equity, cover the period of 6 months ended on 30 June 2017 and contain comparable data for the period of 6 months ended on 30 June 2016; and for the consolidated balance sheet, they disclose data as at 30 June 2017 and as at 31 December 2016. The specification of changes in equity also covers the year ended on 31 December 2016.
Additionally, the statement of comprehensive income, profit and loss account and notes to the statement of comprehensive income, profit and loss account contain data for the period of 3 months ended on 30 June 2017 and comparable data for the period of 3 months ended on 30 June 2016 that have not been reviewed or audited by statutory auditor.
The main area of the Arctic Paper Group's business activities is paper production.
The additional business activities of the Group, subordinated to paper production are:
Nemus Holding AB, a company under Swedish law (a company owned indirectly by Mr Thomas Onstad), is the majority shareholder of Arctic Paper S.A., holding (as at 30 June 2017) 40,231,449 shares of our Company, which constitutes 58.06% of its share capital and corresponds to 58.06% of the total number of votes at General Meetings. Thus Nemus Holding AB is the parent entity of the Issuer.
Additionally, Mr Thomas Onstad, an indirect shareholder of Nemus Holding AB, holds directly 6,073,658 shares representing 8.77% of the total number of shares in the Company, and indirectly via an entity other than Nemus Holding AB – 900,000 shares accounting for 1.30% of the total number of shares of the Issuer.
Until the publication of this report, the number of shares held by Nemus Holding AB and directly by Mr Thomas Onstad increased totally by 300,000 shares while there was a decrease in the number of shares held indirectly by Mr Thomas Onstad via another entity than Nemus Holding AB. The total number of shares held directly and indirectly by Mr Thomas Onstad and his share in the share capital and in the overall number of votes has not changed versus 30 June 2017.
The parent company of the Arctic Paper Group is Incarta Development S.A.
The duration of the Company is indefinite.
The Group is composed of Arctic Paper S.A. and the following subsidiaries:
| Group's interest in the equity of the | |||||||
|---|---|---|---|---|---|---|---|
| Unit | Registered office | Group profile | subsidiary entities | ||||
| 28 August | 30 June | 16 May | 31 December | ||||
| 2017 | 2017 | 2017 | 2016 | ||||
| Arctic Paper Kostrzyn S.A. | Poland, Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Paper production | 100% | 100% | 100% | 100% | |
| Arctic Paper Munkedals AB | Sweden, SE 455 81 Munkedal | Paper production | 100% | 100% | 100% | 100% | |
| Arctic Paper Mochenwangen GmbH | Germany, Fabrikstrasse 62, DE-882, 84 Wolpertswende |
Paper production | 99,74% | 99,74% | 99,74% | 99,74% | |
| Arctic Paper Grycksbo AB | Sweden, Box 1, SE 790 20 Grycksbo | Paper production | 100% | 100% | 100% | 100% | |
| Arctic Paper UK Limited | United Kingdom, Quadrant House, 47 Croydon Road, Caterham, Surrey |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Baltic States SIA | Latvia, K. Vardemara iela 33-20, Riga LV-1010 |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Deutschland GmbH | Germany, Am Sandtorkai 72, 20457 Hamburg |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Benelux S.A. | Belgium, Ophemstraat 24, B-3050 Oud-Heverlee |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Schweiz AG | Switzerland, Technoparkstrasse 1, 8005 Zurich |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Italia srl | Italy, Via Cavriana 7, 20 134 Milan | Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Ireland Limited | Irlandia, 4 Rosemount Park Road, Dublin 11 |
Spółka zlikwidowana | - | - | - | - | |
| Arctic Paper Danmark A/S | Denmark, Ørestads Boulevard 73 2300 Copenhagen France, 43 rue de la Breche aux |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper France SAS | Loups, | Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Espana SL | 75012 Paris Spain, Avenida Diagonal 472-474, 9-1 Barcelona |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Papierhandels GmbH | Austria, Hainborgerstrasse 34A, A-1030 Wien |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Polska Sp. z o.o. | Poland, Biskupia 39, 04-216 Warszawa |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Norge AS | Norway, Rosenholmsveien 25, NO-1414 Trollasen |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Sverige AB | Sweden, Kurodsvagen 9, 451 55 Uddevalla |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper East Sp. z o.o. | Poland, Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Trading company | 100% | 100% | 100% | 100% |
| Group's interest in the equity of the | |||||||
|---|---|---|---|---|---|---|---|
| Unit | Registered office | Group profile | subsidiary entities | ||||
| 28 August | 30 June | 16 May | 31 December | ||||
| 2017 | 2017 | 2017 | 2016 | ||||
| Arctic Paper Investment GmbH * | Germany, Fabrikstrasse 62, | Activities of holding | 100% | 100% | 100% | 100% | |
| DE-882, 84 Wolpertswende | companies | ||||||
| Arctic Paper Finance AB | Sweden, Box 383, 401 26 Göteborg | Activities of holding companies |
100% | 100% | 100% | 100% | |
| Germany, Fabrikstrasse 62, | Activities of holding | ||||||
| Arctic Paper Verwaltungs GmbH * | DE-882, 84 Wolpertswende | companies | 100% | 100% | 100% | 100% | |
| Arctic Paper Immobilienverwaltung | Germany, Fabrikstrasse 62, | Activities of holding | 94,90% | ||||
| GmbH&Co. KG* | DE-882, 84 Wolpertswende | companies | 94,90% | 94,90% | 94,90% | ||
| Arctic Paper Investment AB ** | Sweden, Box 383, 401 26 Göteborg | Activities of holding companies |
100% | 100% | 100% | 100% | |
| EC Kostrzyn Sp. z o.o. | Poland, ul. Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Rental of properties and machines and equipment |
100% | 100% | 100% | 100% | |
| Arctic Paper Munkedals Kraft AB | Sweden, 455 81 Munkedal | Production of hydropower | 100% | 100% | 100% | 100% | |
| Rottneros AB | Sweden, Sunne | Activities of holding companies |
51,27% | 51,27% | 51,27% | 51,27% | |
| Rottneros Bruk AB | Sweden, Sunne | Pulp production | 51,27% | 51,27% | 51,27% | 51,27% | |
| Utansjo Bruk AB | Sweden, Harnösand | Non-active company | 51,27% | 51,27% | 51,27% | 51,27% | |
| Vallviks Bruk AB | Sweden, Söderhamn | Pulp production | 51,27% | 51,27% | 51,27% | 51,27% | |
| Rottneros Packaging AB | Sweden, Stockholm | Production of food packaging |
51,27% | 51,27% | 51,27% | 51,27% | |
| SIA Rottneros Baltic | Latvia, Ventspils | Procurement bureau | 51,27% | 51,27% | 51,27% | 51,27% |
* - companies established for the purpose of the acquisition of Arctic Paper Mochenwangen GmbH
** - the company established for the purpose of the acquisition of Grycksbo Paper Holding AB
As at 30 June 2017 and as well as on the day hereof, the percentage of voting rights held by the Group in its subsidiaries corresponded to the percentage held in the share capital of those entities. All subsidiaries within the Group are consolidated under the full method from the day of obtaining control by the Group and cease to be consolidated from the day the control has been transferred out of the Group.
On 1 October 2012, Arctic Paper Munkedals AB purchased 50% shares in Kalltorp Kraft Handelsbolaget with its registered office in Trolhattan, Sweden. Kalltorp Kraft is involved in the production of energy in its hydro power plant. The purpose of the purchase was to implement the strategy of increasing its own energy potential. The shares in Kalltorp Kraft were recognised as a joint venture and measured with the equity method.
As at 30 June 2017, the Parent Entity's Management Board was composed of:
In view of the end of the term of office of the current Management Board on 29 May 2017, the Supervisory Board at its meeting on 19 April 2017 approved a resolution on the appointment on 30 May 2017 of the Management Board for a new term of office composed as specified above.
Until the date hereof, there were no other changes to the composition of the Management Board of the Parent Company.
As at 30 June 2017, the Parent Entity's Supervisory Board was composed of:
Until the date hereof, there were no changes to the composition of the Supervisory Board of the Parent Company.
As at 30 June 2017, the Parent Entity's Audit Committee was composed of:
Until the date hereof, there were no changes in the composition of the Audit Committee of the Parent Company.
These interim abbreviated financial statements were approved for publication by the Management Board on 28 August 2017.
These interim abbreviated consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards ("IFRS"), in particular in accordance with International Accounting Standard No. 34 and IFRS endorsed by the European Union ("EU IFRS").
These interim abbreviated consolidated financial statements have been presented in Polish zloty ("PLN") and all values are rounded to the nearest thousand (PLN '000) except as stated otherwise.
The accounting principles (policies) applied to prepare the abbreviated interim consolidated financial statements are compliant with those applied to the annual consolidated financial statements of the Group for the year ended on 31 December 2016.
The following standards and interpretations were issued by the International Accounting Standards Board (IASB) or the International Financial Reporting Interpretations Committee (IFRIC) but are not yet effective:
■ IFRS 15 Revenue from Contracts with Customers (issued on 28 May 2014), including amendments to IFRS 15 Effective date of IFRS 15 (issued on 11 September 2015) effective for financial years beginning on or after 1 January 2018,
The Management Board made an analysis of the agreements and because of their nature and lack of non-standard
Transactions denominated in currencies other than the functional currency of the entity are translated into the presentation currency at the foreign exchange rate prevailing on the transaction date.
These consolidated financial statements have been prepared based on the assumption that the Group companies will continue as a going concern in the foreseeable future.
The interim abbreviated consolidated financial statements do not include all the information and disclosures required in the annual consolidated financial statements and should be read in conjunction with the Group's annual consolidated financial statements for the year ended on 31 December 2016.
The Group has not decided to adopted earlier any other standard, interpretation or amendment that was issued but is not yet effective.
provisions in the agreements the changes will not have a significant impact on the results of the Group.
■ IFRS 16 Leases (issued on 13 January 2016) – not yet endorsed by EU at the date of approval of these financial statements – effective for financial years beginning on or after 1 January 2019,
The Management Board considers the possible impact of the above-mentioned change on the accounting policies applied by the Group, but it does not expect that the introduction of the above-mentioned standard would have a significant impact on the Group.
On the balance sheet date, monetary assets and liabilities expressed in currencies other than the functional currency of the entity are translated into the functional currency using the mean foreign exchange rate prevailing for the presentation currency as at the end of the reporting period. Foreign exchange differences from translation are recognised under financial income or financial expenses or are capitalised as cost of assets, as defined in the accounting policies. Nonmonetary foreign currency assets and liabilities recognised at historical cost are translated at the historical foreign exchange rates prevailing on the transaction date. Non-monetary foreign currency assets and liabilities recognised at fair value are translated into PLN using the rate of exchange prevailing on the date of revaluation to fair value.
The functional currencies of the foreign subsidiaries are EUR, SEK, DKK, NOK, GBP and CHF. As on the balance sheet date, the assets and liabilities of those subsidiaries are translated into the presentation currency of the Group (PLN) at The following exchange rates were used for book valuation purposes:
the rate of exchange prevailing on the balance sheet date and their income statements are translated using the average weighted exchange rates for the relevant reporting period. The FX differences on translation are recognised in other total comprehensive income and cumulated in a separate equity item. On disposal of a foreign operation, the cumulative amount of the deferred exchange differences recognised in equity and relating to that particular foreign operation shall be recognised in the profit and loss account.
Exchange differences on loans treated in compliance with IAS 21 as investments in subsidiaries are recognised in the consolidated financial statements in other total comprehensive income.
| 30 June 2017 | 31 December 2016 | |
|---|---|---|
| USD | 3,7062 | 4,1793 |
| EUR | 4,2265 | 4,4240 |
| SEK | 0,4379 | 0,4619 |
| DKK | 0,5684 | 0,5915 |
| NOK | 0,4430 | 0,4868 |
| GBP | 4,8132 | 5,1445 |
| CHF | 3,8667 | 4,1173 |
Mean foreign exchange rates for the reporting periods are as follows:
| 01.01 - 30.06.2017 | 01.01 - 30.06.2016 | |
|---|---|---|
| USD | 3,9473 | 3,9139 |
| EUR | 4,2706 | 4,3683 |
| SEK | 0,4452 | 0,4698 |
| DKK | 0,5743 | 0,5864 |
| NOK | 0,4659 | 0,4638 |
| GBP | 4,9632 | 5,6072 |
| CHF | 3,9679 | 3,9854 |
Due to the incorrect presentation of costs in previous years, the presentation was changed to the internal selling expenses and selling expenses and overheads in the consolidated profit and loss account for the period of 3 and 6 months ended on 30 June
2016 by increasing the selling expenses by PLN 26,370 thousand and PLN 54,224 thousand respectively and increasing the overheads by PLN 5,787 thousand and PLN 10,774 thousand respectively and decreasing the internal selling expenses by PLN 32,157 thousand and PLN 65,001 thousand respectively.
In H1 2017 there were no other changes that would result in changes to the comparable data.
The Group's activities are not of seasonal nature. Therefore the results presented by the Group do not change significantly during the year.
The principal continuing operations of the Group are paper production which is conducted in Paper Mills belonging to the Group and pulp production in two Pulp Mills. The presentation of the segments covers the continuing activities of the Arctic Paper Group.
The Group identifies four business segments:
■ Pulp – fully bleached sulphate pulp and unbleached sulphate pulp which is used mainly for the production of printing and writing papers, cardboard, toilet paper and white packaging paper as well as chemi thermo mechanical pulp (CTMP) and groundwood which are used mainly for production of printing and writing papers.
■ Other – the segment contains the results of Arctic Paper S.A. and Arctic Paper Finance AB business operations.
The split of operating segments into the uncoated and coated paper segments is due to the following factors:
Every month, on the basis of internal reports received from companies (apart from companies of the Rottneros Group), the results in each operating segment are analysed by the management of the Group. The financial results of companies in the Rottneros Groups are analysed on the basis of quarterly financial results published on the websites of Rottneros AB.
The operating results are measured primarily on the basis of EBITDA calculated by adding depreciation/amortisation and impairment charges to tangible fixed assets and intangible assets to profit (loss) on operations, in each case in compliance with EU IFRS. In accordance with EU IFRS, EBITDA is not a metric of operating profit (loss), operational results or liquidity. EBITDA is a metric that the Management Board uses to manage the operations.
Transactions between segments are concluded at arms' length like between unrelated entities.
The table below presents data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 6 months ended on 30 June 2017 and as at 30 June 2017.
Six-month period ended on 30 June 2017 and as at 30 June 2017
| Uncoated | Coated | Pulp | Other | Total | Exclusions | Total continuing operations |
|
|---|---|---|---|---|---|---|---|
| Revenues | |||||||
| Sales to external customers | 757 219 | 331 004 | 388 765 | - | 1 476 989 | - | 1 476 989 |
| Sales between segments | - | 10 629 | 31 550 | 22 380 | 64 559 | (64 559) | - |
| Total segment revenues | 757 219 | 341 633 | 420 316 | 22 380 | 1 541 548 | (64 559) | 1 476 989 |
| Result of the segment | |||||||
| EBITDA | 67 246 | (1 096) | 74 357 | (1 095) | 139 411 | 648 | 140 059 |
| Interest income | 233 | 25 | - | 3 178 | 3 436 | (3 213) | 222 |
| Interest expense | (2 239) | (2 154) | (223) | (7 729) | (12 345) | 2 280 | (10 065) |
| Depreciation/amortisation | (28 132) | (11 770) | (22 786) | (225) | (62 912) | - | (62 912) |
| FX gains and other financial income FX losses and other financial |
2 207 | 517 | 445 | 49 664 | 52 833 | (47 690) | 5 143 |
| expenses | (1 886) | (908) | (3 785) | (3 129) | (9 709) | 2 813 | (6 895) |
| Gross profit | 37 429 | (15 386) | 48 009 | 40 663 | 110 714 | (45 163) | 65 552 |
| Assets of the segment | 863 587 - |
246 835 - |
567 149 - |
393 550 - |
2 071 122 - |
(428 694) - |
1 642 428 - |
| Liabilities of the segment | 378 320 - - |
344 797 - - |
161 147 - - |
366 711 - - |
1 250 975 | (343 015) | 907 960 |
| Capital expenditures | (27 438) | (3 566) | (44 525) | (187) | (75 716) | - | (75 716) |
| Interests in joint ventures | 876 | - | - | - | 876 | - | 876 |
■ Revenues from inter-segment transactions are eliminated on consolidation.
■ The results of the segments do not cover financial income (PLN 5,366 thousand of which PLN 222 thousand is interest income) and financial expenses (PLN 16,961 thousand of which PLN 10,065 thousand is interest expense), depreciation/amortisation (PLN 62,912 thousand), and income tax liability (PLN -15,652 thousand). However, segment result includes inter-segment loss (PLN -648 thousand).
■ Assets and liabilities of segments do not contain any deferred income tax (asset: PLN 37,938 thousand), provision: PLN 26,354 thousand), since those items are managed at the Group level. Segment assets do not also include investments in companies
The table below presents data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 3 months ended on 30 June 2017 and as at 30 June 2017.
operating in the Group.
| Uncoated | Coated | Pulp | Other | Total | Exclusions | Total continuing operations |
|
|---|---|---|---|---|---|---|---|
| Revenues | |||||||
| Sales to external customers | 352 661 | 160 507 | 189 919 | - | 703 087 | - | 703 087 |
| Sales between segments | - | 4 461 | 15 750 | 11 738 | 31 949 | (31 949) | - |
| Total segment revenues | 352 661 | 164 968 | 205 669 | 11 738 | 735 036 | (31 949) | 703 087 |
| Result of the segment | |||||||
| EBITDA | 29 689 | (2 650) | 37 976 | (1 461) | 63 554 | 1 007 | 64 561 |
| Interest income | 145 | 15 | 0 | 1 460 | 1 620 | (1 497) | 123 |
| Interest expense | (1 145) | (930) | (223) | (3 685) | (5 983) | 1 018 | (4 964) |
| Depreciation/amortisation | (13 991) | (5 747) | (11 681) | (116) | (31 535) | - | (31 535) |
| FX gains and other financial income | 1 623 | (132) | 445 | 42 544 | 44 481 | (45 948) | (1 467) |
| FX losses and other financial | |||||||
| expenses | (852) | (445) | (1 966) | (1 931) | (5 193) | 1 117 | (4 076) |
| Gross profit | 15 469 | (9 888) | 24 552 | 36 811 | 66 943 | (44 302) | 22 641 |
| Assets of the segment | 863 587 - |
246 835 - |
567 149 - |
393 550 - |
2 071 122 - |
(428 694) - |
1 642 428 - |
| Liabilities of the segment | 378 320 | 344 797 | 161 147 | 366 711 | 1 250 974 | (343 015) | 907 959 |
| Capital expenditures | (16 945) | (2 287) | (25 425) | (187) | (44 843) | - | (44 843) |
| Interests in joint ventures | 876 | - | - | - | 876 | - | 876 |
■ Revenues from inter-segment transactions are eliminated on consolidation.
The table below presents data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 6 months ended on 30 June 2016 and as at 31 December 2016.
| Continuing operations | ||||||||
|---|---|---|---|---|---|---|---|---|
| Uncoated | Coated | Pulp | Other | Total | Exclusions | Total continuing operations |
||
| Revenues | ||||||||
| Sales to external customers | 774 396 | 355 005 | 370 424 | - | 1 499 825 | - | 1 499 825 | |
| Sales between segments | 23 | 9 835 | 26 522 | 19 659 | 56 038 | (56 038) | - | |
| Total segment revenues | 774 419 | 364 840 | 396 946 | 19 659 | 1 555 863 | (56 038) | 1 499 825 | |
| Result of the segment | ||||||||
| EBITDA | 69 338 | (9 812) | 74 324 | 726 | 134 576 | (212) | 134 364 | |
| Interest income | 3 621 | 21 | - | 944 | 4 586 | (4 437) | 150 | |
| Interest expense | (6 297) | (3 468) | - | (5 566) | (15 331) | 3 776 | (11 555) | |
| Depreciation/amortisation | (25 974) | (13 881) | (19 231) | (197) | (59 282) | - | (59 282) | |
| FX gains and other financial income | 66 | - | 470 | 39 436 | 39 972 | (39 503) | 469 | |
| FX losses and other financial | ||||||||
| expenses | (4 724) | (1 383) | (1 879) | (2 446) | (10 432) | 401 | (10 031) | |
| Gross profit (loss) | 36 031 | (28 522) | 53 684 | 32 897 | 94 089 | (39 975) | 54 115 | |
| Assets of the segment | 913 758 | 278 235 | 563 672 | 399 241 | 2 154 906 - |
(433 476) - |
1 721 430 | |
| Liabilities of the segment | 425 011 | 360 848 | 150 118 | 411 150 | 1 347 127 - |
(349 886) | 997 240 | |
| Capital expenditures | (17 174) | (831) | (44 956) | (36) | (62 996) | - | (62 996) | |
| Interests in joint ventures | 924 | - | - | - | 924 | - | 924 |
■ Revenues from inter-segment transactions are eliminated on consolidation.
The table below presents data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 3 months ended on 30 June 2016 and as at 31 December 2016.
Three month period ended on 30 June 2016 and on 31 December 2016
| Continuing Operations | ||||||||
|---|---|---|---|---|---|---|---|---|
| Uncoated | Coated | Pulp | Other | Total | Exclusions | Total continuing operations |
||
| Revenues | ||||||||
| Sales to external customers | 366 643 | 172 909 | 181 713 | - | 721 265 | - | 721 265 | |
| Sales between segments | 17 | 4 209 | 12 989 | 9 750 | 26 965 | (26 965) | - | |
| Total segment revenues | 366 660 | 177 118 | 194 702 | 9 750 | 748 230 | (26 965) | 721 265 | |
| Result of the segment | ||||||||
| EBITDA | 35 180 | (5 600) | 34 324 | -414 | 63 490 | 205 | 63 695 | |
| Interest income | 1 692 | 5 | 0 | 497 | 2 195 | (2 139) | 56 | |
| Interest expense | (3 150) | (1 802) | - | (2 682) | (7 634) | 2 079 | (5 554) | |
| Depreciation/amortisation | (13 040) | (6 966) | (9 882) | (102) | (29 990) | - | (29 990) | |
| FX gains and other financial income | (172) | (370) | 470 | 39 261 | 39 188 | (38 843) | 345 | |
| FX losses and other financial | ||||||||
| expenses | (3 583) | (1 166) | (943) | (2 068) | (7 759) | (353) | (8 112) | |
| Gross profit (loss) | 16 927 | (15 898) | 23 969 | 34 492 | 59 490 | (39 051) | 20 439 | |
| Assets of the segment | 913 758 - |
278 235 - |
563 672 - |
399 241 - |
2 154 906 - |
(433 476) - |
1 721 430 - |
|
| Liabilities of the segment | 425 011 579 629 |
360 848 358 490 |
150 118 148 863 |
411 150 260 669 |
1 347 127 1 198 788 |
(349 886) | 997 240 | |
| Capital expenditures | (9 934) | (679) | (26 698) | (15) | (37 325) | - | (37 325) | |
| Interests in joint ventures | 924 | - | - | - | 924 | - | 924 |
■ Revenues from inter-segment transactions are eliminated on consolidation.
■ The results of the segments do not cover financial income (PLN 401 thousand of which PLN 56 thousand is interest income) and financial expenses (PLN 13,667 thousand of which PLN 5,554 thousand is interest expense), depreciation/amortisation (PLN 29,990 thousand), and income tax liability (PLN -8,474 thousand). However, segment result includes inter-segment loss (PLN -205 thousand).
■ Assets and liabilities of segments do not contain any deferred income tax (asset: PLN 35,034 thousand), provision: PLN 11,851 thousand), since those items are managed at the Group level. Segment assets do not also include investments in companies operating in the Group.
On 28 July 2015 the Management Board of Arctic Paper S.A. announced a Profitability Improvement Programme of the Group aimed at reducing the operating costs primarily by establishing shared service centres for Group companies, implementation of individual profitability improvement programmes in facilities and an audit of the costs of services provided by external entities.
At the same time, the Management Board of Arctic Paper announced that it had started an active search for an investor for the Arctic Paper Mochenwangen facility and in parallel analysed the possibility to take measures for further reduction of losses generated by the Paper Mill, including those relating to the discontinuation of operations. Due to the material significance of the part of the business pursued by AP Mochenwangen and the companies set up to acquire the Paper Mill and due to their operational and geographic separation, the Management Board treated the operations of the Mochenwangen Group as discontinued operations as at 31 December 2015. The Mochenwangen Group includes: Arctic Paper Mochenwangen GmbH, Arctic Paper Investment GmbH, Arctic Paper Verwaltungs GmbH and Arctic Paper Immobilienverwaltung GmbH Co&KG. As a result, the assets and liabilities of the Mochenwangen Group were presented as assets directly related to discontinued operations and liabilities directly related to discontinued operations respectively as at 30 June 2017 and 31 December 2016 while the revenues and expenses of the Group were presented as profit (loss) on discontinued operations in the consolidated profit and loss account for the period of 3 and 6 months ended on 30 June 2017 and as at 30 June 2016.
In view of a continued search for an investor for the factory of Arctic Paper Mochenwangen or its individual assets, the Management Board decided to treat the operations of the Mochenwangen Group as discontinued activities as at 30 June 2017. It is not the intention of the Management Board that the assets relating to the discontinued operations are sold individually.
The tables below present the corresponding financial data on the discontinued operations:
| Consolidated semi-annual report for six months ended on 30 June 2017 | |
|---|---|
| Interim abbreviated consolidated financial statements for six months ended on 30 June 2017 | PLN thousand |
| 6-month period | 6-month period | |
|---|---|---|
| ended on | ended on | |
| Revenues and expenses of discontinued operations | 30 June 2017 | 30 June 2016 |
| (unaudited) | (unaudited) | |
| Revenues from sales of goods | - | 17 945 |
| Costs of sales | (1 379) | (21 125) |
| Gross profit / (loss) on sales | (1 379) | (3 180) |
| Selling and distribution costs | (16) | (2 542) |
| Administrative expenses | (2 772) | (2 961) |
| Other operating income | 730 | 3 294 |
| Other operating expenses | (572) | (1 778) |
| Operating profit (loss) | (4 009) | (7 168) |
| Financial income | 0 | 79 |
| Financial expenses | (9) | (245) |
| Gross profit (loss) | (4 017) | (7 334) |
| Income tax | 15 | 993 |
| Profit (loss) from discontinued operations | (4 003) | (6 340) |
| Cumulated other comprehensive income related to discontinued operations | ||
| FX differences on translation of foreign operations | 387 | (227) |
| Actuarial profit/loss | - | - |
| 387 | (227) | |
| Earnings per share: | ||
| – basic profit/(loss) from discontinued operations attributable to the shareholders of the | ||
| Parent Entity | (0,06) | (0,09) |
| – diluted profit from discontinued operations attributable to the shareholders of the Parent | ||
| Entity | (0,06) | (0,09) |
| Net assets related to discontinued operations | As at 30 June 2017 | As at 31 December 2016 | |
|---|---|---|---|
| (unaudited) | (audited) | ||
| Assets related to discontinued operations | |||
| Inventories and other tangible assets | 10 114 | 10 618 | |
| Trade and other receivables | 292 | 230 | |
| Corporate income tax receivables | 123 | 128 | |
| Other financial assets | 380 | 398 | |
| Cash and cash equivalents | 554 | 1 320 | |
| 11 462 | 12 694 | ||
| Liabilities directly related to the discontinued operations | |||
| Provisions | 13 940 | 15 406 | |
| Trade and other payables | 4 940 | 2 435 | |
| Income tax liability | 101 | 106 | |
| Accruals and deferred income | 144 | 142 | |
| 19 126 | 18 088 | ||
| Net assets related to discontinued operations | (7 663) | (5 394) |
| 6-month | 6-month | |
|---|---|---|
| period ended | period ended | |
| Cash flows related to discontinued operations | 30 June 2017 | 30 June 2016 |
| Net cash flows from operating activities | (2 337) | (16 934) |
| Net cash flows from investing activities | - | 275 |
| Net cash flows from financing activities | 1 623 | 17 299 |
| Increase / (decrease) in cash and cash equivalents | (714) | 639 |
| Net FX differences | (51) | 49 |
| Cash and cash equivalents at the beginning of the period | 1 320 | 1 051 |
| Cash and cash equivalents at the end of the period | 554 | 1 739 |
In H1 2017, revenues from sale of products amounted to PLN 1,476,989 thousand which was a decrease as compared to the equivalent period of the previous year (by PLN 22,836 thousand, mainly due to decreases of the mean exchange rates of EUR, SEK, GBP, DKK, NOK and CHF versus PLN as compared to 2016. Sales revenues from paper amounted to PLN 1,088,224 thousand (336 thousand tons) while for pulp sales – PLN 388,765 thousand (185 thousand tons). In H1 2016, paper sales revenues amounted to PLN 1,129,401 thousand (332 thousand tons) while for pulp sales – PLN 370,424 thousand (173 thousand tons).
Paper sales revenues in Q2 of 2017 amounted to PLN 703,087 thousand which was a decrease as compared to the equivalent period of the previous year by PLN 18,178. Sales revenues from paper amounted to PLN 513,168 thousand (160 thousand tons) while for pulp sales – PLN 189,919 thousand (91 thousand tons). In Q2 2016, sales revenues from paper amounted to PLN 539,552 thousand (160 thousand tons) while for pulp sales – PLN 181,713 thousand (87 thousand tons).
In H 2017, costs of sales of products amounted to PLN 1,180,848 thousand which was a decrease as compared to the equivalent period of the previous year by PLN 29,120 thousand. The decrease of internal selling costs was primarily due to reduced costs of pulp consumption denominated in PLN (due to the lower purchase price as a result of more advantageous negotiated commercial terms and conditions).
In Q2 2017, costs of sales amounted to PLN 561,585 thousand which was a decrease as compared to the equivalent period of the previous year by PLN 20,700 thousand.
Selling and distribution costs amounted to PLN 177,774 thousand in H1 2017 which was a decrease as compared to the equivalent period of the previous year by PLN 3,621 thousand. The core component of the selling expenses is the cost of transport of finished products.
Selling and distribution costs amounted to PLN 85,866 thousand in Q2 2017 which was a decrease as compared to the equivalent period of the previous year by PLN 3,275 thousand.
Administrative expenses amounted to PLN 48,739 thousand in H1 2017 which was an increase as compared to the equivalent period of the previous year by PLN 3,384 thousand. The overheads cover primarily the expenses related to the services provided to the Group by external consultants.
Administrative expenses amounted to PLN 26,109 thousand in Q2 2017 which was a decrease as compared to the equivalent period of the previous year by PLN 1,690 thousand.
Other operating income totalled PLN 22,278 thousand in H1 2017 which was a decrease as compared to the equivalent period of the previous year by PLN 16,674 thousand. Other operating income consists mainly of income from heat and electricity sales as well as income from sales of other materials. The lower value of other operating revenues in the current period was due mainly to lower sales of other materials and energy.
Other operating income amounted to PLN 9,342 thousand in Q2 2017 which was a decrease as compared to the equivalent period of the previous year (by PLN 11,161 thousand).
Other operating expenses totalled PLN 14,759 thousand in H1 2017 which was a decrease as compared to the equivalent period of the previous year (by PLN 12,220 thousand).
The other operating expenses comprised mainly the costs of electricity and heat sales as well as the costs of other materials sold. The lower other operating expenses in H1 2017 were affected primarily by the internal costs of other materials sold.
In H1 2017, financial income and expenses amounted to PLN 5,366 thousand and PLN 16,961 thousand respectively which was an increase of income as compared to the equivalent period of the previous year by PLN 4,747 thousand and a growth of expenses by PLN 4,625 thousand.
The changes to financial income and expenses were primarily due to the amount of net FX differences. In H1 2017, the Group recorded a surplus of FX profit over FX losses of PLN 4,700 thousand (financial income). In the equivalent period of Other operating expenses amounted to PLN 5,842 thousand in Q2 2017 which was a decrease as compared to the equivalent period of the previous year (by PLN 6,377 thousand).
2016, the Group recorded a surplus of FX losses over FX profit of PLN 6,127 thousand (financial expenses).
In Q2 2017, financial income and financial expenses amounted to PLN -1,344 thousand and PLN 9,041 thousand respectively which was a decrease of income as compared to the equivalent period of the previous year by PLN 1,745 thousand and a growth of expenses by PLN 4,626 thousand. The negative financial income in Q2 2017 was due to the net presentation of FX differences – lower FX profit/gains for 6 months of 2017 than the value of FX profit/gains for Q1 2017.
For the purposes of the interim abbreviated consolidated cash flow statement, cash and cash equivalents include the following items:
| As at 30 June 2017 | As at 30 June 2016 | |
|---|---|---|
| (unaudited) | (unaudited) | |
| Cash in bank and on hand | 97 764 | 118 808 |
| Short-term deposits | - | - |
| Cash in transit | 3 057 | 5 411 |
| Cash and cash equivalents in the consolidated balance sheet | 100 821 | 124 219 |
| Cash in bank and on hand attributable to discontinued operations | 554 | 1 739 |
| Cash and cash equivalents in the consolidated cash flow statement | 101 375 | 125 958 |
The reasons of differences between book value changes to certain items and items in the consolidated cash flow statement are presented in the tables below:
Interim abbreviated consolidated financial statements for six months ended on 30 June 2017 PLN thousand
| 6-month-period | 6-month-period | |
|---|---|---|
| ended on | ended on | |
| 30 June 2017 | 30 June 2016 | |
| Increase / decrease in receivables and other non-financial assets | ||
| Book change in receivables and other non-financial assets | 2 554 | (41 402) |
| Book change in other financial assets long term without derivatives | 667 | 4 706 |
| Discontinued operations | (62) | 12 877 |
| Differences on translation | (13 434) | (4 659) |
| Increase / decrease receivables and other non-financial assets disclosed in the | ||
| consolidated cash flow statement | (10 275) - |
(28 478) - |
| Change to inventories | ||
| Book change to inventories | 20 936 | 12 370 |
| Discontinued operations | 504 | 16 690 |
| Differences on translation | (14 506) | 3 879 |
| Change to inventories disclosed in the consolidated cash flow statement | 6 934 | 32 939 |
| Increase /(decrease) in liabilities except for loans, borrowings, bonds and other financial liabilities |
||
| Book increase /decrease in liabilities except for loans and borrowings | (35 352) | (58 088) |
| Discontinued operations | 2 506 | (12 173) |
| Differences on translation | 13 313 | (4 532) |
| Increase / decrease in liabilities except for loans, borrowings, bonds and other financial | (19 533) | (74 793) |
| liabilities disclosed in the consolidated cash flow statement | ||
| 6-month-period | 6-month-period | |
| ended on | ended on | |
| 30 June 2017 | 30 June 2016 | |
| Change in accruals and prepayments | ||
| Book change in accruals and prepayments | (10 472) | (5 711) |
| Discontinued operations | 2 | (1 189) |
| Differences on translation | 3 737 | (1 474) |
| (6 733) | (8 374) | |
| Change in accruals and prepayments disclosed in the consolidated cash flow statement | ||
| Change in provisions | ||
| Book change in provisions | (4 211) | 1 742 |
| Discontinued operations | (1 465) | (27 372) |
| Differences on translation | 4 950 | (2 563) |
| Change in provisions disclosed in the consolidated cash flow statement | (727) | (28 193) |
| Wpływy ze sprzedaży udziałów niekontrolujących | ||
| Increase in tangible assets accorting to table of movements | (77 235) | (59 286) |
| Increase in intangible assets accorting to table of movements | (11 557) | (13 921) |
| Financial leasing | 209 | - |
| Cogeneration certificates | 12 868 | 9 843 |
| Change in valuation of emmission rights | - | 368 |
| Discontinued operations | - | (323) |
Dividend is paid based on the net profit disclosed in the standalone annual financial statements of Arctic Paper SA after covering losses carried forward from the previous years.
In accordance with provisions of the Code of Commercial Companies, the parent entity is obliged to establish reserve capital to cover potential losses. At least 8% of the profit for the financial year disclosed in the standalone financial statements of the parent company should be transferred to the category of capital until the capital has reached the amount of at least one third of the share capital of the parent entity. The use of reserve capital and reserve funds is determined by the General Meeting; however, a part of reserve capital equal to one third of the share capital can be used solely to cover the losses disclosed in the standalone financial statements of the parent entity and cannot be distributed to other purposes.
As on the date hereof, the Company had no preferred shares.
The possibility of disbursement of potential dividend by the Company to its shareholders depends on the level of payments received from its subsidiaries. The risk associated with the Company's ability to disburse dividend was described in the part "Risk factors" of the annual report for 2016.
In connection with the term and revolving loan agreements signed on 9 September 2016, agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the intercreditor agreement, the possibility of the Company to pay dividend is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurrence of any events of default (as defined in the term and revolving loan agreements).
The Company's General Meeting held on 09 June 2017 did not make any decision on dividend disbursement.
At the General Meeting of Rottneros AB of 16 May 2017 adopted a resolution on dividend distribution of SEK 0.40 per share. The dividend was disbursed to Arctic Paper S.A. and to the non-controlling shareholders of Rottneros AB in the total amount of PLN 13 million (SEK 31 million).
The main items of tax liability for the period of 3 months and 6 months ended on 30 June 2017 and for the equivalent period of the previous year are as follows:
| 3-month period ended on 30 June 2017 (unaudited) |
6-month period ended on 30 June 2017 (unaudited) |
3-month period ended on 30 June 2016 (unaudited) |
6-month period ended on 30 June 2016 (unaudited) |
|
|---|---|---|---|---|
| Consolidated profit and loss account | ||||
| Current income tax | ||||
| Current income tax liability | (104) | (3 060) | (1 136) | (2 339) |
| Adjustments related to current income tax from previous years | - | - | - | - |
| Deferred income tax | ||||
| Resulting from the establishment and reversal of temporary differences | (7 719) | (12 592) | (7 338) | (15 103) |
| Tax liability on continuing operations disclosed in the consolidated profit and loss account |
(7 823) | (15 652) | (8 474) | (17 442) |
| Consolidated statement of changes in equity | ||||
| Current income tax | ||||
| Tax effects of the costs of increase of share capital | - | - | - | - |
| Tax benefit (tax liability) recognised in equity | - | - | - | - |
| Consolidated statement of total comprehensive income Deferred income tax Deferred income tax on the measurement of hedging instruments |
(1 746) | 2 660 | (2 851) | (2 765) |
| Reversal of deferred income tax assets originally recognised in equity | - | - | - | - |
| Tax benefit (tax liability) recognised in other comprehensive income | (1 746) | 2 660 | (2 851) | (2 765) |
Deferred income tax asset as at 30 June 2017 and 31 December 2016 was PLN 37,938 thousand and PLN 35,034 thousand respectively. The deferred income tax asset is recognised primarily in relation to tax losses that may be applied in future years and in connection with the acquisition of the Rottneros Group.
Deferred income tax liability as at 30 June 2017 and 31 December 2016 amounted to PLN 26,354 thousand and PLN 11,851 thousand respectively. Deferred income tax liability is recognised primarily with reference to the difference in the measurement of fixed assets largely from the acquisition of Arctic Paper Grycksbo and various periods of economic life applied for accounting and tax purposes. The increase of the deferred income tax provision is mainly a result of the increase of this provision for companies from the Rottneros Group.
Earnings/(loss) per share are established by dividing the net profit/(loss) for the reporting period attributable to the Company's ordinary shareholders by the weighted average number of ordinary shares outstanding in the reporting period.
Information regarding profit/(loss) and the number of shares which constituted the basis to calculate earnings/(loss) per share and diluted earnings/(loss) per share on continuing operations and overall operations is presented below:
| 3-month period | 6-month period | 3-month period | 6-month period | |
|---|---|---|---|---|
| ended on | ended on | ended on | ended on | |
| 30 June 2017 | 30 June 2017 | 30 June 2016 | 30 June 2016 | |
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |
| Net profit / (loss) period from continuing operations | ||||
| attributable to the shareholders of the Parent Entity | 5 416 | 31 712 | 2 796 | 16 221 |
| Net profit / (loss) period from discontinued operations | ||||
| attributable to the shareholders of the Parent Entity Net profit / (loss) attributable to the shareholders of the |
(1 855) | (4 003) | (1 261) | (6 340) |
| Parent Entity | 3 561 | 27 709 | 1 535 | 9 881 |
| Number of ordinary shares – A series | 50 000 | 50 000 | 50 000 | 50 000 |
| Number of ordinary shares – B series | 44 253 500 | 44 253 500 | 44 253 500 | 44 253 500 |
| Number of ordinary shares – C series | 8 100 000 | 8 100 000 | 8 100 000 | 8 100 000 |
| Number of ordinary shares – E series | 3 000 000 | 3 000 000 | 3 000 000 | 3 000 000 |
| Number of ordinary shares – F series | 13 884 283 | 13 884 283 | 13 884 283 | 13 884 283 |
| Total number of shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Weighted average number of shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Profit (loss) per share (in PLN) – basic earnings from the profit/(loss) for the period |
||||
| attributable to the shareholders of the Parent Entity – basic earnings profit/(loss) for the period from continuing |
0,05 | 0,40 | 0,02 | 0,14 |
| operations attributable to the shareholders of the Parent | ||||
| Entity | 0,08 | 0,46 | 0,04 | 0,23 |
| Diluted profit (loss) per share (in PLN) | ||||
| – from the profit/(loss) for the period attributable to the | ||||
| shareholders of the Parent Entity | 0,05 | 0,40 | 0,02 | 0,14 |
| – from the profit/(loss) for the period from continuing | ||||
| operations attributable to the shareholders of the Parent | ||||
| Entity | 0,08 | 0,46 | 0,04 | 0,23 |
The net value of fixed assets as at 30 June 2017 was PLN 767,334 thousand and it was by PLN 7,484 thousand lower than as at 31 December 2016. The value of tangible fixed assets acquired in the period under report was PLN 77,235 thousand (for the period of 6 months ended on 30 June 2016 it was PLN 59,286 thousand). The net value of sold or liquidated tangible fixed assets for the period of 6 months ended on 30 June 2016 was PLN 163 thousand (for the period of 6 months ended on 30 June 2016 it was PLN 335 thousand. Depreciation allowances for the period of 6 months ended on 30 June 2017 amounted to PLN 62,544 thousand (for the period of 6 months ended on 30 June 2016 they were PLN 58,932 thousand). Loss charges of the value of tangible fixed assets for the period of 6 months ended on 30 June 2016 was PLN 0 thousand (for the period of 6 months ended on 30 June 2016 they were PLN -0 thousand). FX differences amounted to PLN -22,012 thousand for the period of 6 months ended on 30 June 2017 (for the period of 6 months ended on 30 June 2016 they amounted to PLN +5,789 thousand).
The net value of intangible assets as at 30 June 2017 was PLN 52,181 thousand and it was by PLN 4,852 thousand lower than as at 31 December 2016. The value of intangible assets acquired in the period under report was PLN 11,557 thousand (for the period of 6 months ended on 30 June 2016 it was PLN 13,921 thousand). The net value of sold or liquidated intangible assets for the period of 6 months ended on 30 June 2016 was PLN 13,954 thousand (for the period of 6 months ended on 30 June 2016 it was PLN 12,559 thousand). Amortisation
An analysis of indications as at 30 June 2017 showed the need to perform impairment tests of non-financial fixed assets for AP Grycksbo as at 30 June 2017. The results of the test did not show any further impairment losses of these assets. As a result, the amount of the impairment charges as at 30 June 2017 was not changed as compared to the impairment charges as at 31 December 2016.
allowances for the period of 6 months ended on 30 June 2017 amounted to PLN 368 thousand) (for the period of 6 months ended on 30 June 2016 they were PLN 350 thousand). Impairment of assets for the period of 6 months ended on 30 June 2016 was PLN 0 thousand (for the period of 6 months ended on 30 June 2016 they were PLN 0 thousand). FX differences for the period of 6 months ended on 30 June 2017 amounted to PLN -2,087 thousand (for the period of 6 months ended on 30 June 2016 they were PLN +60 thousand).
Revenues from disposal of tangible fixed and intangible assets (without including revenues from the sale of co-generation certificates) in H1 2017 amounted to PLN 120 thousand (in H1 2016: PLN 720 thousand).
As at 31 December 2016, on the basis of annual data of the Rottneros Group, the Arctic Paper Group recognised an impairment of non-financial fixed assets of the Rottneros Group totalling PLN 4,151 thousand.
| As at 30 June 2017 | As at 31 December 2016 | |
|---|---|---|
| (unaudited) | (audited) | |
| Materials (at purchase prices) | 156 334 | 170 416 |
| Production in progress (at manufacturing costs) | 11 483 | 8 850 |
| Finished products, of which: | ||
| At purchase price / manufacturing costs | 167 665 | 179 960 |
| At net realisable price | 3 905 | 1 109 |
| Advance payments for deliveries | 29 | 18 |
| Total inventories, at the lower of: | ||
| purchase price / manufacturing costs or net realisable price | 339 416 | 360 353 |
| Impairment charge to inventories | 4 817 | 4 323 |
| Total inventories before impairment charge | 344 233 | 364 676 |
Net inventories as at 30 June 2017 amounted to PLN 339,416 thousand (as at 31 December 2016: PLN 360,353 thousand). As at 30 June 2017 impairment charges to inventories amounted to PLN 4,817 thousand (as at 31 December 2016: PLN 4,323 thousand). As at 30 June 2017 the inventories of finished products amounted to PLN 3,905 thousand were measured at the net realisable prices (as at 31 December 2016 the amount was PLN 1,109 thousand).
| As at 30 June 2017 | As at 31 December 2016 | |
|---|---|---|
| (unaudited) | (audited) | |
| Trade receivables | 315 695 | 307 580 |
| VAT receivables | 17 979 | 28 419 |
| Other third party receivables | 4 995 | 4 622 |
| Other receivables from related entities | 2 273 | 2 875 |
| Total (net) receivables | 340 942 | 343 496 |
| Impairment charges to receivables | 28 290 | 29 786 |
| Gross receivables | 369 232 | 373 282 |
The value of trade and other receivables amounted to PLN 340,942 thousand as at 30 June 2017 (31 December 2016: PLN 343,496 thousand), The drop of trade and other receivables was primarily due to the drop of VAT budget receivables as a result of lower purchases of tangible fixed assets in Q2 2017 than in Q4 2016 disclosed by the Paper and Pulp Mills.
The impairment charge to receivables amounted to PLN 28,290 thousand as at 30 June 2017 (31 December 2016: PLN 29,786 thousand).
Other short-term non-financial assets as at 30 June 2017 and as at 31 December 2016 amounted to PLN 14,398 thousand and PLN 16,492 thousand respectively. The item primarily covers deferred expenses and the changes are due to the changing values of such expenses.
Other long-term non-financial assets as at 30 June 2017 and as at 31 December 2016 amounted to PLN 1,470 thousand and PLN 1,548 thousand respectively.
Other short-term financial assets amounted to PLN 3,798 thousand as at 30 June 2017 and PLN 11,218 thousand as at
In the period covered with these financial statements, the Group partly repaid its term loan and revolving loan under the loan agreement of 9 September 2016 with a bank consortium of PLN 6,585 thousand and PLN 41,244 thousand respectively. Additionally, over the period the Group increased its debt under the term loan to the bank consortium by PLN 16,398 thousand.
Additionally, the Group reduced its debt under the overdraft facility with Den Danske by PLN 6,233 thousand and increased its debt under the terms loans with the bank and with the Swedish Export Credit Corporation, totalling PLN 34,729 thousand.
In April 2017, the Group partly repaid its loan from the main shareholder of PLN 10,464 thousand (PLN 2,500 thousand thousand).
The other changes to loans and borrowings as at 30 June 2017, compared to 31 December 2016 result mainly from 31 December 2016. The item includes positive measurement of term contracts and the drop is due to lower positive measurement of forward contracts for the sale of pulp and purchase of electrical energy.
Other long-term financial assets as at 30 June 2017 amounted to PLN 9,009 thousand as at 31 December 2016 – PLN 10,913 thousand. The position covers positive measurement of term contracts, mainly forward contracts for the purchase of electrical energy.
balance sheet evaluation and payment of interest accrued as at 31 December 2016 and paid in Q1 2017.
The detailed conditions of new loan agreements and bond issues are specified in the annual consolidated financial statements for the year ended on 31 December 2016, note 32.2.
On 1 June 2017, cash pooling in EUR was activated within the Arctic Paper Group. The operation consists in pooling cash balances held by the individual system participants and setting them off with temporary shortages of funds with the other cash-pool participants. The solution is aimed at supporting effective cash management in the Group and minimising the costs of external funding sources by using the Group's own cash.
On 7 July 2017, Arctic Paper SA fully repaid the loan from the main shareholder of EUR 4,000 thousand with interest.
As at 30 June 2017 other financial liabilities amounted to PLN 38,416 thousand (including long-term liabilities of PLN 27,632 thousand and short-term liabilities of PLN 10,784 thousand. As at 31 December 2016 other financial liabilities amounted to PLN 56,768 thousand (including long-term liabilities of PLN 30,082 thousand and short-term liabilities of PLN 26,686 thousand. Other financial liabilities include liabilities under lease contracts and negative measurement of hedging instruments. As at 31 December 2016, the other short-term financial liabilities covered also liabilities under factoring contracts of PLN 17,487 thousand. The repayment of the agreements in Q2 2017 resulted in a drop of the other short-term financial liabilities.
During the reporting period, the Group repaid a part of its liabilities under financial leasing of PLN 2,004 thousand.
The value trade and other payables amounted to PLN 364,375 thousand as at 30 June 2017 (as at 31 December 2016: PLN 399,727 thousand). The reduced value of the item versus the The differences in the amount of other financial liabilities as at 30 June 2017 versus 31 December 2016 are due primarily to the measurement of instruments hedging future currency buy/sell transactions, purchases of electricity and SWAP transactions.
end of the previous year was due to repayment of trade payables at Paper Mills and Pulp Mills.
| As at 30 June 2017 | As at 31 December 2016 | |
|---|---|---|
| (unaudited) | (audited) | |
| Long-term provisions | ||
| Retirement provisions | 84 788 | 88 928 |
| Other provisions | 1 314 | 1 385 |
| 86 102 | 90 313 | |
| Short-term provisions | - | - |
| Long-term provisions | 86 102 | 90 313 |
The drop of long-term provisions in H1 2017 was due primarily from the translation of the provisions into the presentation currency – PLN.
Accruals and deferred income as at 30 June 2017 amounted to PLN 106,856 thousand including short-term accruals and deferred income of PLN 86,923 thousand. Accruals and deferred income as at 31 December 2016 amounted to PLN 119,422 thousand including short-term accruals and deferred income of PLN 98,4980 thousand. The main items of accruals and deferred income include government grants of PLN 22,362 thousand including long-term of PLN 19,933 thousand (31 December 2016: PLN 20,924 thousand) including longterm of PLN 20,924) and short-term employee liabilities, mainly related to holiday leaves that as at 30 June 2017 amounted to PLN 54,641 thousand (31 December 2016: PLN 65.084 thousand).
| As at | As at | |
|---|---|---|
| 30 June 2017 | 31 December 2016 | |
| Share capital | (unaudited) | (audited) |
| series A ordinary shares of the nominal value of PLN 1 each | 50 | 50 |
| series B ordinary shares of the nominal value of PLN 1 each | 44 254 | 44 254 |
| series C ordinary shares of the nominal value of PLN 1 each | 8 100 | 8 100 |
| series E ordinary shares of the nominal value of PLN 1 each | 3 000 | 3 000 |
| series F ordinary shares of the nominal value of PLN 1 each | 13 884 | 13 884 |
| 69 288 | 69 288 |
| Registration date of capital increase | Number | Value in PLN | |
|---|---|---|---|
| Ordinary issued and fully paid-up shares | |||
| Issued on 30 April 2008 | 2008-05-28 | 50 000 | 50 000 |
| Issued on 12 September 2008 | 2008-09-12 | 44 253 468 | 44 253 468 |
| Issued on 20 April 2009 | 2009-06-01 | 32 | 32 |
| Issued on 30 July 2009 | 2009-11-12 | 8 100 000 | 8 100 000 |
| Issued on 01 March 2010 | 2010-03-17 | 3 000 000 | 3 000 000 |
| Issued on 20 December 2012 | 2013-01-09 | 10 740 983 | 10 740 983 |
| Issued on 10 January 2013 | 2013-01-29 | 283 947 | 283 947 |
| Issued on 11 February 2013 | 2013-03-18 | 2 133 100 | 2 133 100 |
| Issued on 06 March 2013 | 2013-03-22 | 726 253 | 726 253 |
| As at 30 June 2017 (unaudited) | 69 287 783 | 69 287 783 |
The Group holds the following financial instruments: cash, loans, borrowings and bonds, receivables, liabilities under financial leases, SWAP interest rate contracts, forward FX
| contracts and FX options and forward contracts for the | ||||||
|---|---|---|---|---|---|---|
| purchase | of | electricity | and | sale | of | pulp. |
The table below presents a comparison of the book value and fair value of all financial instruments held by the Group, split into each class and categories of assets and liabilities:
| Book value | Fair value | ||||
|---|---|---|---|---|---|
| Category in | As at | As at | As at | As at | |
| compliance with | 30 June | 31 December | 30 June | 31 December | |
| IAS 39 | 2017 | 2016 | 2017 | 2016 | |
| Financial assets | |||||
| Trade and other receivables | L&R | 322 963 | 315 077 | 322 963 | 315 077 |
| Hedging instruments | 6 594 | 16 040 | 6 594 | 16 040 | |
| Other financial assets (net of loans and hedging instruments) | L&R | 6 213 | 6 092 | 6 213 | 6 092 |
| Cash and cash equivalents | FVTPL | 100 821 | 130 157 | 100 821 | 130 157 |
| Financial liabilities | |||||
| Interest-bearing bank loans and borrowings and bonds, of | |||||
| which: | OFL | 312 004 | 330 831 | 312 004 | 330 831 |
| - long-term | OFL | 260 547 | 275 464 | 260 547 | 275 464 |
| - short-term | OFL | 51 457 | 55 367 | 51 457 | 55 367 |
| Liabilities under financial leases and rental contracts with | |||||
| purchase options, of which | 30 867 | 34 388 | 30 867 | 34 388 | |
| - long-term | 26 757 | 30 082 | 26 757 | 30 082 | |
| - short-term | 4 110 | 4 306 | 4 110 | 4 306 | |
| Trade payables and other financial liabilities | OFL | 343 717 | 372 935 | 343 717 | 372 935 |
| Hedging instruments | 7 368 | 4 699 | 7 368 | 4 699 |
Abbreviations used:
UdtW – Financial assets kept until maturity
FVTPL – Financial assets/liabilities measured at fair value through profit and loss account
L&R – Loans and receivables
DDS – Financial assets available for sale
OFL – Other financial liabilities measured at amortised cost
The hierarchy of the fair value of financial instruments held by the Group as at 30 June 2017 and as at 31 December 2016:
Interim abbreviated consolidated financial statements for six months ended on 30 June 2017 PLN thousand
| PLN thousand | |
|---|---|
| -- | -------------- |
| Level | Level | Level | |
|---|---|---|---|
| 30 June 2017 | 1 | 2 | 3 |
| Financial assets measured at fair value through comprehensive income | |||
| Derivative instruments | - | 6 594 | - |
| Other financial assets | |||
| Trade and other receivables | - | - | 322 963 |
| Other financial assets (net of loans and hedging instruments) | - | - | 6 213 |
| Cash and cash equivalents | - | - | 100 821 |
| Financial liabilities measured at fair value through comprehensive income | - | - | - |
| Derivative instruments | - | 7 368 | - |
| Other financial liabilities | |||
| Interest-bearing loans and borrowings | - | - | 312 004 |
| Liabilities under financial leases and rental contracts with purchase options | - | - | 30 867 |
| Trade payables | - | - | 343 717 |
| Level | Level | Level | |
|---|---|---|---|
| 31 December 2016 | 1 | 2 | 3 |
| Financial assets measured at fair value through comprehensive income | |||
| Derivative instruments | - - |
16 040 - |
- - |
| Other financial assets | |||
| Trade and other receivables | - | - | 315 077 |
| Other financial assets (net of loans and hedging instruments) | - | - | 6 092 |
| Cash and cash equivalents | - | - | 130 157 |
| Financial liabilities measured at fair value through comprehensive income | - | - | - |
| Derivative instruments | - | 4 699 | - |
| Other financial liabilities | - | - | - |
| Interest-bearing loans and borrowings | - | - | 330 831 |
| Liabilities under financial leases and rental contracts with purchase options | - | - | 34 388 |
| Trade payables | - | - | 372 935 |
The table below presents the book value of the financial instruments held by the Group, exposed to interest rate risk, split into specific age baskets:
| Consolidated semi-annual report for six months ended on 30 June 2017 | |
|---|---|
| Interim abbreviated consolidated financial statements for six months ended on 30 June 2017 | PLN thousand |
| 30 June 2017 | |
|---|---|
| Variable interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
|---|---|---|---|---|---|---|---|
| Other financial liabilities: | |||||||
| Liabilities under financial leases and rental contracts with purchase | |||||||
| options | 4 110 | 4 080 | 4 130 | 17 843 | 703 | - | 30 867 |
| Loans and borrowings: | |||||||
| Loan from EBRD in EUR Capex Facility | - | - | 4 783 | - | - | - | 4 783 |
| Revolving overdraft facility with BNP in EUR | - | - | 776 | - | - | - | 776 |
| Loan from Den Danske Bank in SEK | 1 752 | 1 752 | 1 752 | 1 752 | 876 | - | 7 882 |
| Loan from Den Danske Bank in SEK | - | 2 627 | 2 627 | 2 627 | 2 627 | 2 627 | 13 137 |
| Loan from the Swedish Export Credit Corporation in SEK | 1 752 | 2 627 | 2 627 | 6 131 | - | - | 13 137 |
| Total variable interest rate loans and borrowings | 3 503 | 7 006 | 12 565 | 10 510 | 3 503 | 2 627 | 39 714 |
| TOTAL VARIABLE INTEREST RATE LIABILITIES | 7 613 | 11 087 | 16 695 | 28 353 | 4 206 | 2 627 | 70 581 |
| 30 June 2017 | |||||||
| Fixed interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Loans and borrowings: | |||||||
| Loan from EBRD in EUR | 9 545 | 8 971 | 8 442 | 7 912 | 7 422 | 3 563 | 45 855 |
| Loan from BZ WBK in PLN | 2 655 | 2 413 | 2 210 | 2 016 | 947 | - | 10 242 |
| Loan from BNP in EUR | 2 417 | 2 267 | 2 129 | 1 991 | 946 | - | 9 750 |
| Bonds | 4 808 | 19 690 | 17 813 | 16 073 | 39 972 | - | 98 356 |
| Loan from EBRD in EUR Capex Facility | 400 | 7 699 | 6 933 | 1 365 | - | - | 16 398 |
| Revolving overdraft facility with BNP in EUR | - | - | 5 000 | - | - | - | 5 000 |
| Revolving overdraft facility with BZ WBK S.A. in PLN | - | - | 16 435 | - | - | - | 16 435 |
| Revolving overdraft facility with Danske Bank in SEK | - | - | 20 921 | - | - | - | 20 921 |
| Loan from the main shareholder in EUR | 17 016 | - | - | - | - | - | 17 016 |
| Loan from the main shareholder in EUR | 11 112 | 10 596 | 10 607 | - | - | - | 32 315 |
| TOTAL FIXED INTEREST RATE LIABILITIES | 47 953 | 51 637 | 90 491 | 29 358 | 49 287 | 3 563 | 272 289 |
| Consolidated semi-annual report for six months ended on 30 June 2017 | |
|---|---|
| Interim abbreviated consolidated financial statements for six months ended on 30 June 2017 | PLN thousand |
| 31 December 2016 | |||||||
|---|---|---|---|---|---|---|---|
| Variable interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Other financial liabilities: | |||||||
| Liabilities under financial leases and rental contracts with purchase | |||||||
| options | 4 306 | 4 319 | 4 242 | 4 225 | 17 295 | - | 34 388 |
| Loans and borrowings: | |||||||
| Revolving overdraft facility with BNP in PLN | - | - | 5 000 | - | - | - | 5 000 |
| Revolving overdraft facility with BNP in EUR | - | - | 17 923 | - | - | - | 17 923 |
| Revolving overdraft facility with BZ WBK S.A. in PLN | - | - | 17 438 | - | - | - | 17 438 |
| Revolving overdraft facility with Danske Bank in SEK | 6 467 | - | - | - | - | - | 6 467 |
| Total variable interest rate loans and borrowings | 6 467 | - | 40 361 | - | - | - | 46 828 |
| TOTAL VARIABLE INTEREST RATE LIABILITIES | 10 773 | 4 319 | 44 604 | 4 225 | 17 295 | - | 81 216 |
| 31 December 2016 | |||||||
| Fixed interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Loans and borrowings: | |||||||
| Loan from EBRD in EUR | 9 941 | 9 587 | 9 030 | 8 477 | 7 960 | 7 394 | 52 389 |
| Loan from BZ WBK in PLN | 2 639 | 2 490 | 2 281 | 2 083 | 1 887 | - | 11 380 |
| Loan from BNP in EUR | 2 535 | 2 425 | 2 279 | 2 135 | 1 986 | - | 11 360 |
| Bonds | 4 473 | 12 158 | 18 180 | 16 434 | 46 376 | 14 | 97 635 |
| Revolving overdraft facility with BNP in PLN | - | - | 5 000 | - | - | - | 5 000 |
| Revolving overdraft facility with BNP in EUR | - | - | 21 899 | - | - | - | 21 899 |
| Revolving overdraft facility with BZ WBK S.A. in PLN | - | - | 21 899 | - | - | - | 21 899 |
| Revolving overdraft facility with Danske Bank in SEK | - | - | - | - | - | - | - |
| Loan from the owner of the core shareholder in EUR | 17 818 | - | - | - | - | - | 17 818 |
| Loan from the owner of the core shareholder in EUR | 11 495 | 11 043 | 11 043 | 11 043 | - | - | 44 624 |
| TOTAL FIXED INTEREST RATE LIABILITIES | 48 900 | 37 703 | 91 611 | 40 172 | 58 209 | 7 408 | 284 003 |
As at 30 June 2017, the Group used cash flow hedge accounting for the following hedging items:
the Companies of the Rottneros Group designated for cash flow hedge accounting the FX forward derivatives for the sale of pulp in order to hedge the sale prices of pulp in SEK,
Arctic Paper S.A. designated SWAP derivatives to hedge accounting to hedge interest payments in EUR on a bank loan in EUR and interest payments in PLN on a bank loan in PLN,
EUR to the market level if the market EURIBOR falls under 0%. The Companies of Rottneros Group designated for cash flow hedge accounting the FX forward derivatives in order to hedge a part of inflows in EUR related to export sales.
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting regarding the sale of USD for SEK:
| Type of hedge | Cash flow hedge related to planned sales in foreign currencies |
|---|---|
| Hedged position | The hedged position is a part of highly likely future cash inflows for exports |
| Hedging instruments | FX forward contracts are used wherein the Company agrees to sell USD for SEK |
| Contract parameters: | |
| Contract conclusion dates | 2 017 |
| Maturity date | subject to contract; by 14.07.2017 |
| Hedged amount | USD 1.0 million |
| Term exchange rate | 8.70 USD/SEK |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting regarding the sale of EUR for SEK:
| Type of hedge | Cash flow hedge related to planned sales in foreign currencies |
|---|---|
| Hedged position | The hedged position is a part of highly likely future cash inflows for exports |
| Hedging instruments | FX forward contracts are used wherein the Company agrees to sell EUR for SEK |
| Contract parameters: | |
| Contract conclusion dates | 2 017 |
| Maturity date | subject to contract; by 14.07.2017 |
| Hedged amount | EUR 1 million |
| Term exchange rate | 9.75 EUR/SEK |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting regarding the sale of EUR for USD:
| Type of hedge | Cash flow hedge related to planned sales in foreign currencies |
|---|---|
| Hedged position | The hedged position is a part of highly likely future cash inflows for exports |
| Hedging instruments | The hedging transactions - corridor FX options under which the Company acquired an option to sell EUR against USD and sold an opinion to buy EUR against USD |
| Contract parameters: | |
| Contract conclusion dates | 05.05.2017 |
| Maturity date: | subject to contract; by 27.11.2017 |
| Hedged amount | EUR 7.0 million |
| Term exchange rate | EUR/USD 1.1000 and 1.0900 |
| Type of hedge | Cash flow hedge related to planned sales in foreign currencies |
| Hedged position | The hedged position is a part of highly likely future cash inflows for exports |
| The hedging transactions - corridor FX options under which the Company acquired an option to sell EUR | |
| Hedging instruments | against USD and sold an opinion to buy EUR against USD |
| Contract parameters: | |
| Contract conclusion dates | 20.03.2017 |
| Maturity date: | subject to contract; by 29.09.2017 |
| Hedged amount | EUR 6.0 million |
| Term exchange rate | EUR/USD 1.0700 and 1.0815 |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to electricity purchases:
| Type of hedge | Cash flow hedge related to planned purchases of electricity | |
|---|---|---|
| Hedged position | The hedged position is a part of highly likely future cash flows for electricity purchases | |
| Hedging instruments | Forward contract for the purchase of electricity at Nord Pool Exchange | |
| Contract parameters: | ||
| Contract conclusion date | individually per contract; from 01.06.2013 | |
| Maturity date | individually per contract; by 31.12.2021 | |
| Hedged quantity of electricity | 1.522.000 MWh | |
| Term price | from 16.50 to 33.75 EUR/MWh |
The table below presents detailed information concerning the hedging relationship in cash flow hedge accounting regarding sales of pulp:
| Type of hedge | Cash flow hedge related to sales of pulp |
|---|---|
| Hedged position | The hedged position is a part of highly likely future cash inflows for pulp sales |
| Hedging instruments | Forward contracts are used as the hedging item wherein the Company agrees to sell pulp for SEK |
| Contract parameters: | |
| Contract conclusion date | 2 017 |
| Maturity date | individually per contract; by 31.12.2017 |
| Hedged quantity of pulp | 12,000 tons |
| Term price | SEK 7,150/ton |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to payment of interest in EUR on the loan in EUR:
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% |
|---|---|
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
| Contract parameters: Contract conclusion date |
2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 12 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan |
|---|---|
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date |
2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 2.6 million. |
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR short-term loan |
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 3M EURIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date |
2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 9.9 million. |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to payment of interest in PLN on the loan in PLN:
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN long-term loan |
|---|---|
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 6M WIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date |
2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of PLN 11.5 million. |
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN short-term loan |
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 3M WIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 interest payable in line with the payment schedule under the loan agreement of PLN 10 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN bonds |
| Hedged position | Future PLN interest flows in PLN loan calculated on the basis of interest payments on PLN bonds at 6M WIBOR |
| Hedging instruments | The hedging item is a SWAP transaction under which the Company agreed to pay interest in PLN on the PLN bonds on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date Maturity date |
2016-11-21 each interest payment date in line with the payment schedule under the bond issue agreement; by |
| Hedged value | 31.08.2021 interest payable in line with the payment schedule under of interest of PLN 100 million. |
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% |
|---|---|
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
| Contract parameters: | |
| Contract conclusion date | 2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 12 million |
| Term interest rate | market rate in case of EURIBOR under 0% |
The table below presents the fair value of hedging instruments in cash flow hedge accounting as at 30 June 2017 and the comparative data:
| As at 30 June 2017 | As at 31 December 2016 | ||||
|---|---|---|---|---|---|
| (unaudited) (unaudited) |
(audited) | (audited) | |||
| Equity and | Equity and | ||||
| Assets | Liabilities | Assets | Liabilities | ||
| FX forward | 207 | 1 402 | - | 462 | |
| FX options | - | 871 | - | - | |
| Forward on pulp sales | 12 | - | 3 695 | - | |
| SWAP | - | 4 407 | - | 4 580 | |
| Floor option | - | (188) | - | (343) | |
| Forward for electricity | 6 375 | 876 | 12 345 | - | |
| Total hedging derivative instruments | 6 594 | 7 368 | 16 040 | 4 699 |
The Group's principal financial instruments comprise bank loans and borrowings, bonds, financial leases and hire purchase contracts. The main purpose of those financial instruments is to raise finance for the Group's operations.
The Group also used factoring with recourse and without recourse for trade receivables. The main purpose for using the financial instrument was to quickly raise funds.
The Group had various other financial instruments such as trade receivables and payables which arise directly from its operations. The core risks arising from the Group's financial instruments include: interest rate risk, liquidity risk, FX risk and credit risk. The Management Board reviews and approves policies for managing each of those risks.
In the opinion of the Management Board – in comparison to the annual consolidated financial statements made as at 31 December 2016 there have been no significant changes of the financial risk. There have been no changes to the objectives and policies of the management of the risk.
The primary objective of the Group's capital management is maintaining a strong credit rating and healthy capital ratios in order to support its business operations and maximise shareholder value. In the Management Board's opinion – in
As at 30 June 2017, the Capital Group reported:
■ contingent liability under a guarantee for FPG in favour of the mutual life insurance company PRI for SEK 1,444 thousand (PLN 632 thousand) at Arctic Paper Grycksbo AB and for SEK 758 thousand (PLN 332 thousand) at Arctic Paper Munkedals AB;
comparison to the annual consolidated financial statements made as at 31 December 2016, there have been no significant changes to the objectives and policies of capital management.
Arctic Paper S.A. and its subsidiaries are not a party to any legal cases filed in court against them.
Tax settlements and other areas of activity subject to specific regulations (like customs or FX matters) may be inspected by administrative bodies that are entitled to impose high penalties and sanctions. No reference to stable legal regulations in Poland results in lack of clarity and consistency in the regulations. Frequent differences of opinion as to legal interpretation of tax regulations – both inside state authorities and between state authorities and enterprises – generate areas of uncertainty and conflicts. As a result, tax risks in
Regulations related to VAT, corporate income tax and charges related to social insurance are subject to frequent modifications. Those frequent modifications result in unavailability of appropriate points of reference, inconsistent interpretations and few precedents that could apply. Additionally, the applicable regulations contain also certain ambiguities that result in differences of opinion as to legal Poland are much higher than in countries with a more developed tax system.
Tax settlements may be subject to inspections for five years from the beginning the year in which the tax was paid. As a result of inspections, the tax liability of the Group may be increased by additional tax liability. In the opinion of the Group, there is no need to establish additional provisions for any identified and quantifiable tax risk as at 30 June 2016.
interpretations of tax regulations – among public authorities and between public authorities and enterprises.
Tax settlements and other areas of operations (for instance customs or foreign exchange issues) may be inspected by the authorities that are entitled to impose high penalties and fines as well additional tax liabilities resulting from inspections that have to be paid along with high interest. As a result, tax risk in Poland is higher than in countries with more mature tax systems.
Therefore, the amounts presented and disclosed in the financial statements may change in the future as a result of final decisions by tax inspection authorities.
On 15 July 2016 the Tax Code was amended to incorporate the provisions of the General Anti-Avoidance Rule (GAAR). GAAR is to prevent the development and use of artificial legal structures to avoid tax payments in Poland. GAAR defines tax avoidance as an activity pursued primarily to accomplish tax benefits that under the circumstances would be contradictory to the subject and purpose of the tax regulations. In accordance with GAAR, such activity would not generate tax benefits if the mode of operation was artificial. Any occurrence of (i) unjustified split to operations, (ii) involvement of intermediaries despite no economic justification, (iii) mutually exclusive of compensating elements, and (iv) other similar activities, may be treated as a premise to the existence of artificial activities subject to GAAR. The new regulations will require more accurate judgements in the assessment of tax effects of each transaction.
As at 30 June 2017 the Group was committed to make expenditures on tangible fixed assets of minimum PLN 10,000 thousand to the end of 2017 (as at 31 December 2016: PLN 60.000 thousand). The amount will be applied to buy new machines and equipment.
The related entities to the Arctic Paper S.A. Group are as follows:
Transactions with related entities are carried out at arm's length.
The table below presents the total amount of transactions concluded with related entities within the six-month period ended on 30 June 2017 and as at 30 June 2017:
| Data for the period from 01 January 2017 to 30 June 2017 and as at 30 June 2017 (PLN thousand) | ||||
|---|---|---|---|---|
| Related Entity | Sales to related entities |
Purchases from related entities |
Interest – financial income |
Interest – financial expense |
Receivables from related entities |
Loan receivables |
Liabilities to related entities |
|---|---|---|---|---|---|---|---|
| Nemus Holding AB | - | - | - | - | 2 273 | - | - |
| Thomas Onstad | - | - | - | 1 893 | - | - | 49 323 |
| CFK Progressio s.c. | - | 157 | - | - | - | - | 26 |
| Total | - | 157 | - | 1 893 | 2 273 | - | 49 349 |
The table below presents the total amount of transactions concluded with related entities within the six-month period ended on 30 June 2016 and as at 31 December 2016:
| Related Entity | Sales to related entities |
Purchases from related entities |
Interest – financial income |
Interest – financial expense |
Receivables from related entities |
Loan receivables |
Liabilities to related entities |
|---|---|---|---|---|---|---|---|
| Nemus Holding AB | - | 523 | - | - | 2 875 | - | 870 |
| Thomas Onstad | - | - | - | 2 124 | - | - | 62 442 |
| CFK Progressio s.c. | - | 137 | - | - | - | - | 28 |
| Total | - | 660 | - | 2 124 | 2 875 | - | 63 340 |
Arctic Paper Kostrzyn S.A., Arctic Paper Munkedals AB, Arctic Paper Grycksbo AB and the companies of the Rottneros Group, are all part of the European Union Emission Trading Scheme. The previous trading period lasted from 1 January 2008 to 31 December 2012. New allocations cover the period from 1 January 2013 to 31 December 2020.
The table below specifies the allocation for 2013-2020 approved by the European Union and the usage of the emission rights in each entity in 2013, 2014, 2015, 2016 and in H1 2017.
| (in tons) for Arctic Paper Kostrzyn S.A. | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
|---|---|---|---|---|---|---|---|---|
| Allocation* | 108 535 | 105 434 | 102 452 | 99 840 | 97 375 | 94 916 | 92 454 | 90 009 |
| Unused quantity from previous years | 348 490 | 306 448 | 263 932 | 203 917 | 133 061 | - | - | - |
| Issue | (150 577) | (147 950) | (162 467) | (170 696) | (72 276) | |||
| Purchased quantity | - | - | - | - | - | |||
| Sold quantity | - | - | - | - | - | |||
| Unused quantity | 306 448 | 263 932 | 203 917 | 133 061 | 158 160 | |||
| (in tons) for Arctic Paper Munkdals AB | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
| Allocation | 44 238 | 43 470 | 42 692 | 41 907 | 41 113 | 40 311 | 39 499 | 38 685 |
| Unused quantity from previous years | 24 305 | 67 262 | 107 325 | 17 559 | (11 572) | |||
| Issue | (1 281) | (3 407) | (32 465) | (21 038) | (21 384) | |||
| Purchased quantity | - | - | 7 | - | - | |||
| Sold quantity | - | - | (100 000) | (50 000) | - | |||
| Unused quantity | 67 262 | 107 325 | 17 559 | (11 572) | 8 157 |
| (in tons) for Arctic Paper Grycksbo AB | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
|---|---|---|---|---|---|---|---|---|
| Allocation | 77 037 | 75 689 | 74 326 | 72 948 | 71 556 | 70 151 | 68 730 | 67 304 |
| Unused quantity from previous years | 69 411 | 111 448 | 734 | 60 | 1 008 | |||
| Issue | - | - | - | - | - | |||
| Purchased quantity | - | - | - | - | - | |||
| Sold quantity | (35 000) | (186 403) | (75 000) | (72 000) | - | |||
| Unused quantity | 111 448 | 734 | 60 | 1 008 | 72 564 | |||
| (in tons) for the Rottneros Group | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
| Allocation | 30 681 | 30 484 | 29 938 | 29 387 | 28 830 | 28 268 | 27 698 | 27 127 |
| Unused quantity from previous years | 72 888 | 90 522 | 101 986 | 104 991 | 113 085 | |||
| Issue | (13 047) | (19 020) | (26 933) | (21 293) | (11 084) | |||
| Purchased quantity | - | - | - | - | - | |||
| Sold quantity | - | - | - | - | - | |||
| Unused quantity | 90 522 | 101 986 | 104 991 | 113 085 | 130 831 |
* - the values are an estimate made by AP Kostrzyn on the basis of information on the allocation of emission rights for entities in the EU ETS system, calculated pursuant to the provisions of Art. 10a of the ETS Directive. As of the date hereof, no valid domestic Regulations exist.
In the current half-year period, the Group companies have not received any material grants.
Arctic Paper Kostrzyn S.A. operates in the Kostrzyńsko-Słubicka Specjalna Strefa Ekonomiczna (Special Economic Zone – KSSSE). Based on the permission issued by the Kostrzyńsko-Słubicka Specjalna Strefa Ekonomiczna S.A. it benefits from an investment tax relief as regards the activities carried out under the permission.
The tax exemption is of conditional nature. The provisions of the Act on special economic zones provide that such tax relief may be revoked if at least one of the following occurs:
period of time specified in the order issued by minister competent for economic affairs,
Based on the permit issued on 25 August 2006, the Company may benefit from tax exemption by 15 November 2017. Item I of the permit relating to the date by which the Company may enjoy the permit was deleted by Decision of the Minister of Economy No. 321/IW/14 of 6 November 2014. Now the Company is entitled to use the permit by 2026 or by the date SSE exist in Poland pursuant to the applicable regulations. The permit may be used subject to the incurrence in the zone of capital expenditures within the meaning of Art. 6 of the Regulation of the Council of Ministers of 14 September 2004 on the Kostrzyńsko-Słubicka Specjalna Strefa Ekonomiczna (Special Economic Zone), underlying the calculation of public aid in compliance with Art. 3 of the Regulation with the value in excess of EUR 40,000 thousand by 31 December 2013, translated at the EUR mean rate published by the President of the National Bank of Poland on the actual expenditure date. Creation in Zone minimum five new jobs within the meaning of Art. 3.3 and Art. 3.6 of the Regulation by 31 December 2011 and maintaining the employment level of minimum 453 people during the period from 1 January 2012 to 31 December 2013.
The conditions of the exemption have not changed in the reporting period. The Group has not been inspected by any competent body.
During the period from 25 August 2006 to 30 June 2017, the Company incurred eligible investment expenditures classified as (non-discounted) expenditure in KSSSE in the amount of PLN 227,102 thousand. During the period, the discounted amount of related public aid was PLN 59,489 thousand.
If the eligible investment expenditures incurred are not covered with income of the current year, the Company recognises a deferred income tax asset on the surplus.
The amount of deferred income tax asset recognised with reference to the expenditures incurred in KSSSE amounted to PLN 11,585 thousand as at 30 June 2017.
After 30 June 2017 until the date hereof there were no other material events requiring disclosure in this report with the exception of those events that were disclosed in this report in paragraphs above.
| Position | First and last name | Date | Signature |
|---|---|---|---|
| President of the Management Board Managing Director |
Per Skoglund | 28 August 2017 | |
| Member of the Management Board Financial Director |
Małgorzata Majewska-Śliwa | 28 August 2017 |
Interim abbreviated standalone financial statements for six months ended on 30 June 2017
| Interim abbreviated standalone financial statements for | |
|---|---|
| six months ended on 30 June 2017 94 | |
| Interim abbreviated standalone financial statements and | |
| selected financial data 96 | |
| Selected standalone financial data 96 | |
| Interim abbreviated standalone income statement 97 | |
| Interim abbreviated standalone comprehensive income | |
| statement 98 | |
| Interim abbreviated standalone balance sheet 99 | |
| Interim abbreviated standalone cash flow statements 100 | |
| Interim abbreviated standalone statement of changes in | |
| equity 101 | |
| Additional explanatory notes 104 | |
| 1. | General information 104 |
| 2. | Basis of preparation of the Interim abbreviated |
| financial statements 104 | |
| 3. | Identification of the consolidated financial |
| statements 104 | |
| 4. | Composition of the Company's Management |
| Board | 104 |
| 5. | Composition of the Company's Supervisory |
| Board | 105 |
| 6. | Approval of the financial statements 105 |
| 7. | Investments by the Company 106 |
| 8. | Significant accounting principles (policies) and |
|---|---|
| adjustment of previous years' mistake 107 | |
| 9. | Seasonality 113 |
| 10. | Information on business segments 113 |
| 11. | Income and costs 114 |
| 12. | Investments in subsidiaries 115 |
| 13. | Cash and cash equivalents 116 |
| 14. | Dividend paid and proposed 116 |
| 15. | Dividend received 117 |
| 16. | Trade and other receivables 117 |
| 17. | Income tax 117 |
| 18. | Tangible fixed assets and intangible assets 117 |
| 19. | Other financial assets 117 |
| 20. | Interest-bearing loans and borrowings 118 |
| 21. | Share capital and reserve capital/other reserves 118 |
| 22. | Trade payables 120 |
| 23. | Financial instruments 120 |
| 24. | Financial risk management objectives and |
| policies 125 | |
| 25. | Capital management 126 |
| 26. | Contingent liabilities and contingent assets 126 |
| 27. | Transactions with related entities 126 |
| 28. | Events after the balance sheet date 128 |
| For the period | For the period | For the period | For the period | |
|---|---|---|---|---|
| from 01.01.2017 | from 01.01.2016 | from 01.01.2017 | from 01.01.2016 | |
| to 30.06.2017 | to 30.06.2016 | to 30.06.2017 | to 30.06.2016 | |
| PLN thousand | PLN thousand 7 |
EUR thousand | EUR thousand | |
| Sales revenues | 69 300 | 59 389 | 16 227 | 13 595 |
| Operating profit (loss) | 9 711 | (11 853) | 2 274 | (2 713) |
| Gross profit (loss) | 3 731 | (16 440) | 874 | (3 763) |
| Net profit (loss) from continuing operations | 3 731 | (16 440) | 874 | (3 763) |
| Net profit (loss) for the financial year | 3 731 | (16 440) | 874 | (3 763) |
| Net cash flows from operating activities | 54 738 | 1 934 | 12 817 | 443 |
| Net cash flows from investing activities | (2 795) | (2 982) | (655) | (683) |
| Net cash flows from financing activities | (47 437) | (706) | (11 108) | (162) |
| Change in cash and cash equivalents | 4 507 | (1 753) | 1 055 | (401) |
| Weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| EPS (in PLN/EUR) | 0,05 | (0,24) | 0,01 | (0,05) |
| Diluted EPS (in PLN/EUR) | 0,05 | (0,24) | 0,01 | (0,05) |
| Mean PLN/EUR exchange rate* | 4,2706 | 4,3683 | ||
| As at 30 | As at | As at 30 | As at | |
| June 2017 | 31 December 2016 | June 2017 | 31 December 2016 | |
| PLN thousand | PLN thousand | EUR thousand | EUR thousand | |
| Assets | 941 168 | 981 176 | 222 683 | 221 785 |
| Long-term liabilities | 231 483 | 277 171 | 54 770 | 62 652 |
| Short-term liabilities | 135 228 | 133 979 | 31 995 | 30 285 |
| Equity | 574 456 | 570 026 | 135 918 | 128 849 |
| Share capital | 69 288 | 69 288 | 16 394 | 15 662 |
| Number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Book value per share (in PLN/EUR) | 8,29 | 8,23 | 1,96 | 1,86 |
| Diluted book value per share (in PLN/EUR) | 8,29 | 8,23 | 1,96 | 1,86 |
| Declared or paid dividend (in PLN/EUR) | - | - | - | - |
| Declared or paid dividend per share (in PLN/EUR) | - | - | - | - |
PLN/EUR exchange rate at the end of the period** - - 4,2265 4,4240
* - Profit and loss and cash flow statement items have been translated at the mean arithmetic exchange rates published by the National Bank of Poland, prevailing in the period that the presented data refers to.
** - Balance sheet items have been translated at the mean arithmetic exchange rates published by the National Bank of Poland, prevailing on the balance sheet date.
| 3 months period ended |
6 months period ended |
3 months period ended |
6 months period ended |
|
|---|---|---|---|---|
| 30 June 2017 | 30 June 2017 | 30 June 2016 | 30 June 2015 | |
| Note | (unaudited) | (unaudited) | (transformed) | (transformed) |
| Continuing operations | ||||
| Revenues from sales of services | 11 715 | 22 286 | 10 031 | 20 045 |
| Interest income on loans from relatedentities 11.1 |
982 | 2 191 | 126 | 252 |
| Dividend income | 15 44 823 |
44 823 | 39 093 | 39 093 |
| Sales revenues | 57 521 | 69 300 | 49 249 | 59 389 |
| Interest expense to related entities 11.1 |
- | - | (1 586) | (3 413) |
| Gross profit / (loss) on sales | 57 521 | 69 300 | 47 663 | 55 976 |
| Other operating income | 110 | 114 | 105 | 111 |
| Selling and distribution costs | (1 400) | (2 419) | (1 044) | (2 041) |
| Administrative expenses | (11 938) | (21 301) | (10 429) | (18 551) |
| Other operating expenses | (35 043) | (35 983) | (38 523) | (47 347) |
| Operating profit / (loss) | 9 251 | 9 711 | (2 228) | (11 853) |
| Financial income | (2 279) | 4 879 | 5 | 12 |
| Financial expenses | (5 617) | (10 859) | (3 163) | (4 599) |
| Gross profit (loss) | 1 355 | 3 731 | (5 386) | (16 440) |
| Income tax | - | - | - | - |
| Net profit (loss) from continuing operations | 1 355 | 3 731 | (5 386) | (16 440) |
| Discontinued operations | ||||
| Profit (loss) for the financial year from discontinued operations | - | - | - | - |
| Net profit (loss) for the financial year | 1 355 | 3 731 | (5 386) | (16 440) |
| Earnings per share: | ||||
| – basic earnings from the profit (loss) for the period | 0,02 | 0,05 | (0,08) | (0,24) |
| – basic earnings from the profit (loss) from continuing operations for the | 0,02 | 0,05 | (0,08) | (0,24) |
| 3 months period ended 30 June 2017 |
6 months period ended 30 June 2017 |
3 months period ended 30 June 2016 |
6 months period ended 30 June 2016 |
||
|---|---|---|---|---|---|
| Note | (unaudited) | (unaudited) | (transformed) | (transformed) | |
| Net profit/(loss) for the reporting period | 1 355 | 3 731 | (5 386) | (16 440) | |
| Measurement of financial instruments Items to be reclassified to profit/loss in future reporting periods: |
(439) | 172 | - | - | |
| FX differences on translation of foreign operations | 21.3 | 89 | 526 | (154) | (107) |
| Other comprehensive income (net) | (350) | 698 | (154) | (107) | |
| Total comprehensive income | 1 005 | 4 430 | (5 540) | (16 547) |
| As at | As at | ||
|---|---|---|---|
| 30 June 2017 | 31 December 2016 | ||
| Note | (transformed) | (transformed) | |
| ASSETS | |||
| Fixed assets | |||
| Tangible fixed assets | 18 | 1 968 | 1 979 |
| Intangible assets | 1 507 | 1 332 | |
| Investments in subsidiary entities | 12 | 711 346 | 741 674 |
| Other financial assets | 19 | 64 931 | 62 905 |
| Other non-financial assets | 1 202 | 1 268 | |
| 780 954 | 809 158 | ||
| Current assets | |||
| Trade and other receivables | 16 | 62 887 | 76 687 |
| Income tax receivables | 274 | 371 | |
| Other financial assets | 19 | 76 513 | 77 332 |
| Other non-financial assets | 5 170 | 6 765 | |
| Cash and cash equivalents | 13 | 15 370 | 10 863 |
| 160 214 | 172 017 | ||
| TOTAL ASSETS | 941 168 | 981 176 | |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Share capital | 21.1 | 69 288 | 69 288 |
| Reserve capital | 21.4 | 447 641 | 447 641 |
| Other reserves | 21.5 | 115 155 | 148 200 |
| FX differences on translation | 21.3 | 877 | 350 |
| Retained earnings / Accumulated losses | 21.6 | (58 504) | (95 453) |
| Total equity | 574 456 | 570 026 | |
| Long-term liabilities | |||
| Interest-bearing loans and borrowings | 20 | 229 823 | 275 514 |
| Provisions | 1 287 | 1 357 | |
| Other financial liabilities | 374 | 300 | |
| 231 483 | 277 171 | ||
| Short-term liabilities | |||
| Interest-bearing loans and borrowings | 20 | 69 223 | 48 894 |
| Trade payables | 22 | 51 112 | 73 472 |
| Other financial liabilities | 5 348 | 4 486 | |
| Other short-term liabilities | 1 475 | 2 072 | |
| Accruals and deferred income | 8 071 | 5 056 | |
| 135 228 | 133 979 | ||
| TOTAL LIABILITIES | 366 712 | 411 151 | |
| TOTAL EQUITY AND LIABILITIES | 941 168 | 981 176 |
| 6 months | 6 months | |
|---|---|---|
| period ended | period ended | |
| 30 June 2017 | 30 June 2016 | |
| Note | (transformed) | (transformed) |
| Cash flows from operating activities | ||
| Profit (loss) before taxation | 3 731 | (16 440) |
| Adjustments for: | ||
| Depreciation/amortisation | 225 | 197 |
| FX gains / (loss) | (4 861) | (107) |
| Impairment of assets | 32 944 | 26 637 |
| Net interest | 7 729 | 706 |
| Increase / decrease in receivables and other non-financial assets | 15 460 | 10 108 |
| Increase / decrease in liabilities except for loans, borrowings and debt securities | (22 957) | (6 965) |
| Change in accruals and prepayments | 3 016 | 1 486 |
| Change in provisions | (71) | 12 |
| Income tax paid | 97 | (76) |
| Increase/ decrease of cash-pool liabilities | 16 858 | - |
| Increase / decrease of loans granted to subsidiaries | 3 066 | (13 624) |
| Other Finance income |
(500) | - - |
| Net cash flows from operating activities | 54 738 | 1 934 |
| Cash flows from investing activities | ||
| Purchase of tangible fixed and intangible assets | (180) | (139) |
| Increased interest in subsidiary entity | (2 615) | (2 843) |
| Net cash flows from investing activities | (2 795) | (2 982) |
| Cash flows from financing activities | ||
| Inflows from loans and borrowings | 16 625 | - |
| Repayment of loan liabilities | (17 172) | - |
| Change in overdrafts | (40 912) | - |
| Interest paid | (5 852) | (706) |
| Repayment of leasing liabilites | (126) | - |
| Net cash flow from financing activities | (47 437) | (706) |
| Net increase/(decrease) in cash and cash equivalents | 4 507 | (1 753) |
| Cash and cash equivalents at the beginning of the period | 10 863 | 9 435 |
| Cash and cash equivalents at the end of the period 13 |
15 370 | 7 682 |
| Attributable to equityholders of the Company | ||||||||
|---|---|---|---|---|---|---|---|---|
| Share | Share | Translation | Retained earnings | |||||
| capital | premium | reserve | Other reserves | (losses) | Total equity | |||
| As at 1 January 2017 | 69 288 | 447 641 | 350 | 148 200 | (34 445) | 631 034 | ||
| Adjustment for previous years | - | - | - | - | (61 008) | (61 008) | ||
| Other comprehensive income for the period | - | 526 | 172 | - | 698 | |||
| Net profit/(loss) for the period | - | - | - | - | 3 731 | 3 731 | ||
| Total comprehensive income | - | - | 526 | 172 | 3 731 | 4 430 | ||
| Profit distribution | - | - | - | (33 217) | 33 217 | - | ||
| As at 30 June 2017 (unaudited) | 69 288 | 447 641 | 876 | 115 155 | (58 504) | 574 456 |
| Attributable to the shareholders of the Parent Entity | ||||||||
|---|---|---|---|---|---|---|---|---|
| FX differences on translation of foreign |
Retained earnings / | |||||||
| Share capital | Reserve capital | operations | Other reserves | (Accumulated losses) | Total equity | |||
| As at 01 January 2016 | 69 288 | 447 641 | 290 | 147 871 | 3 870 | 668 959 | ||
| Adjustment for previous years | (61 136) | (61 136) | ||||||
| Other comprehensive income for the period | - | - | (107) | - | - | (107) | ||
| Net profit for the period | - | - | - | - | (16 440) | (16 440) | ||
| Total comprehensive income for the period | - | - | (107) | - | (16 440) | (16 547) | ||
| Profit distribution | - | - | 4 909 | (4 909) | - | |||
| As at 30 June 2016 (transformeded) | 69 288 | 447 641 | 183 | 152 780 | (78 615) | 591 276 |
| Attributable to the shareholders of the Parent Entity | ||||||||
|---|---|---|---|---|---|---|---|---|
| FX differences on translation of foreign |
Retained earnings / | |||||||
| Share capital | Reserve capital | operations | Other reserves | (Accumulated losses) | Total equity | |||
| As at 01 January 2016 | 69 288 | 447 641 | 290 | 147 871 | 3 870 | 668 959 | ||
| Adjustment for previous years | (61 136) | (61 136) | ||||||
| Other comprehensive income for the period | - | - | 60 | (4 580) | - | (4 520) | ||
| Net profit for the period | - | - | - | - | (32 516) | (32 516) | ||
| Total comprehensive income for the period | - | - | 60 | (4 580) | (32 516) | (37 036) | ||
| Profit distribution | - | - | 4 909 | (4 909) | - | |||
| Settlement of the tax group in Sweden | - | - | - | - | (761) | (761) | ||
| As at 31 December 2016 (transformed) | 69 288 | 447 641 | 350 | 148 200 | (95 452) | 570 026 |
Arctic Paper S.A. ("Company", "Entity") is a joint stock company established with Notary deed on 30 April 2008 with its stock publicly listed.
On 8 June 2010, pursuant to a resolution of the Ordinary General Meeting of Arctic Paper S.A., the registered office of the Company was moved from Kostrzyn nad Odrą to Poznań, ul. Jana Henryka Dąbrowskiego 334A. The modification was registered by the Registration Court on 14 July 2010.
The interim abbreviated financial statements of the Company cover the period of 6 months ended on 30 June 2017 and contain comparable data for the period of 6 months ended on 30 June 2016 and as at 31 December 2016.
The statement of total comprehensive income, profit and loss account and notes to the statement of total comprehensive income, profit and loss account contain data for the period of 3 months ended on 30 June 2017 and comparable data for the period of 3 months ended on 30 June 2016 that have not been reviewed or audited by statutory auditor.
The Company is entered in the register of entrepreneurs of the National Court Register maintained by the District Court in Poznań – Nowe Miasto i Wilda, 8th Commercial Division of the National Court Register, under KRS number 0000306944.
The Company holds statistical number REGON 080262255.
The duration of the Company is indefinite.
Holding operations is the core business of the Company. Nemus Holding AB is the direct parent entity to the Company. The parent company of the Arctic Paper Group is Incarta Development S.A.
These interim abbreviated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), in particular in accordance with the International Accounting Standard No. 34 and IFRS endorsed by the European Union.
These interim abbreviated financial statements have been presented in Polish zloty ("PLN") and all values are provided in thousand (PLN '000) except as stated otherwise.
These interim abbreviated financial statements have been prepared based on the assumption that the Company will continue as a going concern in the foreseeable future.
The interim abbreviated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Company's annual financial statements for the year ended on 31 December 2016.
The Company made its interim abbreviated financial statements for the six-month period ended on 30 June 2016 which were approved for publication by the Management Board on 28 August 2017.
As at 30 June 2017, the Company's Management Board was composed of:
In view of the end of the term of office of the current Management Board on 29 May 2017, the Supervisory Board at its meeting on 19 April 2017 approved a resolution on the appointment on 30 May 2017 of the Management Board for a new term of office composed as specified above.
Until the publication hereof, no other changes in the composition of the Company's Management Board took place.
As at 30 June 2017, the Parent Company's Supervisory Board was composed of:
Until the date hereof, there were no changes to the composition of the Supervisory Board of the Company.
On 28 August 2017 these interim abbreviated financial statements of the Company for the six-month period ended on 30 June 2016 were approved for publication by the Management Board.
The Company holds interests in the following subsidiary companies:
| Company's interest in the equity of the subsidiary entities | |||||
|---|---|---|---|---|---|
| Unit | Registered office | Group profile | 28 August | 30 June | 31 December |
| 2017 | 2017 | 2016 | |||
| Poland, Fabryczna 1, | |||||
| Arctic Paper Kostrzyn S.A. | 66-470 Kostrzyn nad Odrą | Paper production | 100% | 100% | 100% |
| Arctic Paper Munkedals AB | Sweden, SE 455 81 Munkedal | Paper production | 100% | 100% | 100% |
| Arctic Paper Investment AB | Szwecja, Box 383, 401 26 Göteborg | Holding company | 100% | 100% | 100% |
| Arctic Paper UK Limited | Great Britain, Quadrant House, 47 Croydon Road, Caterham, Surrey |
Trading services | 100% | 100% | 100% |
| Arctic Paper Baltic States SIA | Latvia, K. Vardemara iela 33-20, Riga LV-1010 |
Trading services | 100% | 100% | 100% |
| Arctic Paper Deutschland GmbH | Germany, Am Sandtorkai 72, 20457 Hamburg |
Trading services | 100% | 100% | 100% |
| Arctic Paper Benelux S.A. | Belgium, Ophemstraat 24, B-3050 Oud-Heverlee |
Trading services | 100% | 100% | 100% |
| Arctic Paper Schweiz AG | Switzerland, Technoparkstrasse 1, 8005 Zurich |
Trading services | 100% | 100% | 100% |
| Arctic Paper Italia srl | Italy, Via Cavriana 7, 20 134 Mediolan | Trading services | 100% | 100% | 100% |
| Arctic Paper Danmark A/S | Denmark, Korskildelund 6 DK-2670 Greve |
Trading services | 100% | 100% | 100% |
| Arctic Paper France SAS | France, 43 rue de la Breche aux Loups, 75012 Paris |
Trading services | 100% | 100% | 100% |
| Arctic Paper Espana SL | Spain, Avenida Diagonal 472-474, 9-1 Barcelona |
Trading services | 100% | 100% | 100% |
| Arctic Paper Papierhandels GmbH | Austria, Hainborgerstrasse 34A, A-1030 Wien |
Trading services | 100% | 100% | 100% |
| Arctic Paper Polska Sp. z o.o. | Poland, Okrężna 9, 02-916 Warsaw |
Trading services | 100% | 100% | 100% |
| Arctic Paper Norge AS | Norvay, Rosenholmsveien 25, NO-1411 Kolbotn |
Trading services | 100% | 100% | 100% |
| Arctic Paper Sverige AB | Sweden, SE 455 81 Munkedal | Trading services | 100% | 100% | 100% |
| Arctic Paper East Sp. z o.o. | Poland, Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Trading services | 100% | 100% | 100% |
| Arctic Paper Investment GmbH | Germany, Fabrikstrasse 62, DE-882, 84 Wolpertswende |
Holding company | 99,8% | 99,8% | 99,8% |
| Arctic Paper Finance AB | Szwecja, Box 383, 401 26 Göteborg | Holding company | 100,0% | 100,0% | 100,0% |
| Rottneros AB | Sweden, 820 21 Vallvik | Holding company | 51,27% | 51,27% | 51,27% |
As at 30 June 2017 and as at 31 December 2016 the share in the overall number of votes held by the Company in its subsidiary entities was equal to the share of the Company in the share capital of those entities.
The Company has not earlier adopted any other standard, interpretation or amendment that was issued but is not yet
effective.
The accounting principles (policies) applied to prepare the abbreviated interim financial statements are compliant with those applied to the annual financial statements of the Company for the year ended on 31 December 2016.
in reference to the ongoing review of the standalone H1 financial statements for 2017 and as a result of its review by the auditor, a decision was taken regarding an adjustment to the approved financial data for H1 2016 and for 2016.
The adjustments result from acceptance of changed method of calculation of the impairment charges to the investment in Arctic Paper Investment AB (holding 100% of shares in Arctic Paper Grycksbo AB, "APG"), and refer to the adjustments to the calculation of the recoverable amount resulting from the impairment test by the amount of the financial liabilities.
The adjusted financial data of the Company regards the following financial statements and periods:
■ In the 2016 annual report, in the financial statements – adjustment of the opening balance as at 1 January 2016 – regards an increase of the impairment charge to the investment by PLN 61,136 thousand;
Adjusted financial data of the company for the above periods are presented in the tables below:
| As at | |||||
|---|---|---|---|---|---|
| 01 January 2016 | |||||
| approved | adjustment | transformed | |||
| ASSETS | |||||
| Tangible fixed assets | 2 108 | 2 108 | |||
| Intangible assets | 1 322 | 1 322 | |||
| Investments in subsidiary entities | 838 741 | (61 136) | 777 605 | ||
| Other non-financial assets | 1 103 - |
- | 1 103 - |
||
| Fixed assets | 843 274 | 782 138 | |||
| Current assets | 106 927 - |
106 927 - |
|||
| TOTAL ASSETS | 950 202 - |
889 066 - |
|||
| EQUITY AND LIABILITIES | |||||
| Share capital | 69 288 | 69 288 | |||
| Reserve capital | 447 641 | 447 641 | |||
| Other reserves | 147 871 | 147 871 | |||
| FX differences on translation | 290 | 290 | |||
| Retained earnings / Accumulated losses | 3 870 - |
(61 136) - |
(57 266) - |
||
| Total equity | 668 959 | 607 823 | |||
| Long-term liabilities | 205 001 | 205 001 | |||
| Short-term liabilities | 76 242 | 76 242 | |||
| TOTAL LIABILITIES | - 76 242 - |
- 76 242 - |
|||
| TOTAL EQUITY AND LIABILITIES | 950 202 | 889 066 |
| 6-month period ended on 30 June 2016 | |||||
|---|---|---|---|---|---|
| approved | adjustment | transformed | |||
| Continuing operations | |||||
| Sales revenues | 59 389 | 59 389 | |||
| Gross profit / (loss) on sales | 55 976 | 55 976 | |||
| Other operating income | 111 | 111 | |||
| Selling and distribution costs | (2 041) | (2 041) | |||
| Administrative expenses | (18 551) | (18 551) | |||
| Other operating expenses | (20 710) | (26 637) | (47 347) | ||
| Operating profit (loss) | 14 784 | (11 853) | |||
| Gross profit (loss) | 10 197 | (16 440) | |||
| Net profit (loss) from continuing operations | 10 197 | (16 440) | |||
| Net profit (loss) for the financial year | 10 197 | (16 440) | |||
| Earnings per share: | |||||
| – basic earnings from the profit (loss) for the period | 0,15 | (0,24) | |||
| – basic earnings from the profit (loss) from continuing | 0,15 | (0,24) |
| 6-month period ended on 30 June 2016 | ||||
|---|---|---|---|---|
| approved | adjustment | transformed | ||
| Net profit (loss) for the reporting period | 10 197 - |
(26 637) - |
(16 440) - |
|
| Other total comprehensive income | ||||
| Items to be reclassified to profit/loss in future reporting | ||||
| periods: | ||||
| FX differences on translation of foreign operations | (107) | (107) | ||
| Other comprehensive income (net) | (107) - |
(107) - |
||
| Total comprehensive income | 10 090 | (16 547) |
| As at | ||||||||
|---|---|---|---|---|---|---|---|---|
| 30 June 2016 | ||||||||
| approved | Opening balance as at 01 January 2016 |
period adjustment | transformed | |||||
| ASSETS | ||||||||
| Tangible fixed assets | 1 936 | 1 936 | ||||||
| Intangible assets | 1 338 | 1 338 | ||||||
| Investments in subsidiary entities | 841 584 | (61 136) | (26 637) | 753 811 | ||||
| Other non-financial assets | 1 115 | 1 115 | ||||||
| Fixed assets | 845 974 | 758 201 | ||||||
| Current assets | 93 744 | 93 744 | ||||||
| TOTAL ASSETS | 939 718 | 851 945 | ||||||
| EQUITY AND LIABILITIES | ||||||||
| Share capital | 69 288 | 69 288 | ||||||
| Reserve capital | 447 641 | 447 641 | ||||||
| Other reserves | 152 781 | 152 781 | ||||||
| FX differences on translation | 184 | 184 | ||||||
| Retained earnings / Accumulated losses | 9 157 | (61 136) | (26 637) | (78 616) | ||||
| Total equity | 679 049 | 591 276 | ||||||
| Long-term liabilities | 189 929 | 189 929 | ||||||
| Short-term liabilities | 70 740 | 70 740 | ||||||
| TOTAL LIABILITIES | 260 669 | 260 669 | ||||||
| TOTAL EQUITY AND LIABILITIES | 939 718 | 851 945 |
| 6-month period ended on 30 June 2016 | |||
|---|---|---|---|
| approved | adjustment | transformed | |
| Cash flows from operating activities | |||
| Gross profit (loss) | 10 197 | (26 637) | (16 440) |
| Adjustments for: | |||
| Depreciation/amortisation | 197 | 197 | |
| FX gains / (loss) | (107) | (107) | |
| Impairment of assets | - | 26 637 | 26 637 |
| Interest, net | 706 | 706 | |
| Increase / decrease in receivables and other non-financial assets | 10 108 | 10 108 | |
| Increase / decrease in liabilities except for loans, borrowings and debt securities | (6 965) | (6 965) | |
| Change in accruals and prepayments | 1 486 | 1 486 | |
| Change in provisions | 12 | 12 | |
| Income tax paid | (76) | (76) | |
| Increase / decrease of loans granted to subsidiaries | (13 624) | (13 624) | |
| Net cash flows from operating activities | 1 934 | 1 934 | |
| Net cash flows from investing activities | (2 982) | (2 982) | |
| Net cash flows from financing activities | (706) | (706) | |
| Change in cash and cash equivalents | (1 754) | (1 754) | |
| Cash and cash equivalents at the beginning of the period | 9 435 | 9 435 | |
| Cash and cash equivalents at the end of the period | 7 681 | 7 681 |
| Year ended on 31 December 2016 | ||||
|---|---|---|---|---|
| approved | adjustment | transformed | ||
| Continuing operations | ||||
| Sales revenues | 98 911 | 98 911 | ||
| Gross profit / (loss) on sales | 89 021 | 89 021 | ||
| Other operating income | 197 | 197 | ||
| Selling and distribution costs | (4 072) | (4 072) | ||
| Administrative expenses | (34 571) | (34 571) | ||
| Other operating expenses | (70 128) | 128 | (70 000) | |
| Operating profit (loss) | (19 553) | (19 425) | ||
| Gross profit (loss) | (32 430) | (32 302) | ||
| Net profit (loss) from continuing operations | (32 644) | (32 516) | ||
| Net profit (loss) for the financial year | (32 644) | (32 516) | ||
| Earnings per share: | ||||
| – basic earnings from the profit (loss) for the period | (0,47) | (0,47) | ||
| – basic earnings from the profit (loss) from continuing | (0,47) | (0,47) |
| Year ended on 31 December 2016 | ||||
|---|---|---|---|---|
| approved | adjustment | transformed | ||
| Net profit (loss) for the reporting period | (32 644) | 128 | (32 516) | |
| Other total comprehensive income | ||||
| Items to be reclassified to profit/loss in future reporting | ||||
| periods: | ||||
| Measurement of financial instruments | (4 580) | (4 580) | ||
| FX differences on translation of foreign operations | 60 | 60 | ||
| Other comprehensive income (net) | (4 520) | (4 520) | ||
| Total comprehensive income | (37 164) | (37 036) |
| Year ended on 31 December 2016 | ||||
|---|---|---|---|---|
| approved | adjustment | transformed | ||
| Cash flows from operating activities | ||||
| Gross profit (loss) | (32 430) | 128 | (32 302) | |
| Adjustments for: | ||||
| Depreciation/amortisation | 402 | 402 | ||
| FX gains / (loss) | 2 688 | 2 688 | ||
| Impairment of assets | 38 896 | (128) | 38 768 | |
| Net interest and dividends | 6 182 | 6 182 | ||
| Increase / decrease in receivables and other non-financial assets | 1 001 | 1 001 | ||
| Increase / decrease in liabilities except for loans, borrowings and debt securities | 4 262 | 4 262 | ||
| Change in accruals and prepayments | 967 | 967 | ||
| Change in provisions | 206 | 206 | ||
| Income tax paid | (392) | (392) | ||
| Increase / decrease of loans granted to subsidiaries | (270 120) | (270 120) | ||
| Other | (5 022) | (5 022) | ||
| Net cash flows from operating activities | (253 361) | (253 361) | ||
| Net cash flows from investing activities | (3 122) | (3 122) | ||
| Net cash flows from financing activities | 257 911 | 257 911 | ||
| Change in cash and cash equivalents | 1 428 | 1 428 | ||
| Cash and cash equivalents at the beginning of the period | 9 435 | 9 435 | ||
| Cash and cash equivalents at the end of the period | 10 863 | 10 863 |
The Company's activities are not of seasonal nature. Therefore the results presented by the Company do not change significantly during the year.
Arctic Paper S.A. is a holding company, providing services mostly to the Group companies. The Company operates in one segment, the results are assessed by the Management Board on the basis of financial statements.
The table below presents revenues from the sale of services, interest income on loans and dividend income for the sixmonth period ended on 30 June 2017 and as at 30 June 2016 in geographical presentation.
The geographical split of revenues relies on the location of registered offices of the subsidiary companies of Arctic Paper S.A.
| Continuing operations | |||
|---|---|---|---|
| 6 months period | 6 months period | ||
| ended | ended | ||
| 30 June 2017 | 30 June 2016 | ||
| (unaudited) | (unaudited) | ||
| Geographical information | |||
| Poland | 42 685 | 29 513 | |
| Foreign countries, of which: | |||
| - Sweden | 26 126 | 28 424 | |
| - Other | 490 | 1 452 | |
| Total | 69 301 | 59 389 |
Interest income covers interest income on loans granted to other companies in the Group. Interest expense covers interest
The administrative expenses include costs of the administration of the Company operation, costs of services provided for the companies in the Group and all costs incurred by the Company for the purposes of pursuing holding company activities. In Q1 2017, the administrative expenses
Other operating revenues amounted to PLN 114 thousand in two quarters of 2017 (in the equivalent period of 2016: PLN 111 thousand). Other operating costs increased in the income on loans received from other companies in the Group and is disclosed as costs of sales.
amounted to PLN 21,301 thousand (in H1 2016: PLN 18,551 thousand). The increase of the administrative expenses is due to higher costs of services provided to the Group by external entities.
analysed period from PLN 47,347 thousand in H1 2016 to PLN 35,983 thousand in H1 2017.
The value of investments in subsidiary companies as at 30 June 2017 and as at 31 December 2016 was as follows:
| As at | As at | |
|---|---|---|
| 30 June 2017 | 31 December 2016 | |
| (unaudited) | (audited) | |
| Arctic Paper Kostrzyn S.A. | 442 535 | 442 535 |
| Arctic Paper Munkedals AB | 88 175 | 88 175 |
| Arctic Paper Investment AB, whereof: | 65 439 | 95 768 |
| Arctic Paper Investment AB (shares) | 298 599 | 295 983 |
| Arctic Paper Investment AB (loans) | 82 709 | 82 709 |
| Arctic Paper Investment AB (impairment) | (315 868) | (282 924) |
| Arctic Paper Investment GmbH | - | - |
| Arctic Paper Investment GmbH (shares) | 120 031 | 120 030 |
| Arctic Paper Investment GmbH (impairment) | (120 031) | (120 030) |
| Arctic Paper Sverige AB | - | - |
| Arctic Paper Sverige AB (shares) | 11 721 | 11 721 |
| Arctic Paper Sverige AB (impairment) | (11 721) | (11 721) |
| Arctic Paper Danmark A/S | 5 539 | 5 539 |
| Arctic Paper Deutschland GmbH | 4 977 | 4 977 |
| Arctic Paper Norge AS | - | - |
| Arctic Paper Norge AS (udziały) | 3 194 | 3 194 |
| Arctic Paper Norge AS (odpis z tytulu utraty wartości) | (3 194) | (3 194) |
| Arctic Paper Italy srl | 738 | 738 |
| Arctic Paper UK Ltd. | 522 | 522 |
| Arctic Paper Polska Sp. z o.o. | 406 | 406 |
| Arctic Paper Benelux S.A. | 387 | 387 |
| Arctic Paper France SAS | 326 | 326 |
| Arctic Paper Espana SL | 196 | 196 |
| Arctic Paper Papierhandels GmbH | 194 | 194 |
| Arctic Paper East Sp. z o.o. | 102 | 102 |
| Arctic Paper Baltic States SIA | 64 | 64 |
| Arctic Paper Schweiz AG | 61 | 61 |
| Arctic Paper Finance AB | 68 | 68 |
| Arctic Paper Ireland Ltd. | - | - |
| Rottneros AB | 101 616 | 101 616 |
| Total | 711 346 | 741 674 |
The value of investments in subsidiary companies was disclosed on the basis of historic costs.
In H1 2017 Arctic Paper S.A. carried out an increase of its share in Arctic Paper Investment AB by SEK 6,000 thousand.
As at 30 June 2017 impairment tests were held at Arctic Paper Grycksbo AB whose 100% are held by Arctic Paper Investment AB. The tests were performed with the discounted cash flow method with reference to investments in both companies.
The tests were due to a revision of assumptions underlying stress tests held in previous years, primarily with reference to sales prices, production volumes and investment plans.
The impairment test resulted in the establishment of an impairment charge to assets of PLN 32,947 thousand as at 30 June 2017. For this investment the recoverable amount calculated with the discounted cash flow method adjusted with reference to liabilities and cash amounted to PLN 65,439 thousand.
For the purposes of the interim abbreviated cash flow statement, cash and cash equivalents include the following items:
| As at | As at | |
|---|---|---|
| 30 June 2017 | 30 June 2016 | |
| (unaudited) | (unaudited) | |
| Cash at bank and in hand | 15 370 | 10 863 |
| Short-term deposits Trade receivables |
- | - |
| Total | 15 370 | 10 863 |
Dividend is paid based on the net profit disclosed in the standalone annual financial statements of Arctic Paper SA after covering losses carried forward from the previous years.
In accordance with provisions of the Code of Commercial Companies, the parent entity is obliged to establish reserve capital to cover potential losses. At least 8% of the profit for the financial year disclosed in the standalone financial statements of the parent company should be transferred to the category of capital until the capital has reached the amount of at least one third of the share capital of the parent entity. The use of reserve capital and reserve funds is determined by the General Meeting; however, a part of reserve capital equal to one third of the share capital can be used solely to cover the losses disclosed in the standalone financial statements of the parent entity and cannot be distributed to other purposes.
As on the date hereof, the Company had no preferred shares.
The possibility of disbursement of potential dividend by the Company to its shareholders depends on the level of payments received from its subsidiaries. The risk associated with the Company's ability to disburse dividend was described in the part "Risk factors" of the annual report for 2016.
In connection with the term and revolving loan agreements signed on 9 September 2016, agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the intercreditor agreement, the possibility of the Company to pay dividend is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurrence of any events of default (as defined in the term and revolving loan agreements).
The Shareholders' General Meeting held on 09 June 2017 did not make any decision on dividend disbursement.
The dividend income disclosed in the comprehensive financial statement contains the dividend income received from:
■ Arctic Paper France SAS of PLN 488 thousand.
Trade and other receivables disclosed as at 30 June 2017 dropped by PLN 13,800 versus 31 December 2016 due to lower pulp sales to the subsidiary company in June 2016.
Due to the uncertainty of future applying the tax loss incurred in 2009-2013, the Management Board decided against establishing the deferred income tax asset for the purpose. Additionally, for the same reasons, the Management Board decided against establishing the deferred income tax asset for other temporary differences.
Due to tax losses from the previous years, the Company did not pay any corporate income tax during the six months of 2017.
During the six-month period ended on 30 June 2017 the Company acquired tangible fixed assets and intangible assets for PLN 388 thousand (in the equivalent period of 2016: PLN 189 thousand). Amortisation allowances for the period under report were PLN 226 thousand (for 6 months in 2016: PLN 197 thousand).
In the current period and in the equivalent period of the previous year the Company did not recognise or reverse any impairment charges to fixed assets.
The other financial assets are composed of loans granted to subsidiary companies with accrued interest.
In H1 the Company granted loans to Arctic Paper Mochenwangen GmbH for EUR 380 thousand (PLN 1,606 thousand) and they were subject to a 100% impairment charge.
In H1 2017, the Company – in line with loan agreement with Arctic Paper Kostrzyn S.A. – disbursed the amount of PLN 12,427 thousand.
In compliance with the agreement, Arctic Paper Kostrzyn SA in H1 repaid the loans in the amount of EUR 1,300 thousand and PLN 2,600 thousand while Arctic Paper Grycksbo AB repaid the loan of EUR 1,000 thousand. EUR.
In accordance with the loan agreement, in H1 2017 the Company repaid principal instalments and paid interest of EUR 1,260 thousand and PLN 2,400 thousand. In H1 the Company received an investment loan from the European Bank for Reconstruction and Development of EUR 3,986 thousand, in accordance with the agreement, the loan will be used for environmental investments in Arctic Paper Kostrzyn SA.
In accordance with the loan repayment schedule, in H1 the Company repaid PLN 2,500 thousand to Arctic Paper Finance AB.
| As at | As at | |
|---|---|---|
| 30 June 2017 | 31 December 2016 | |
| (unaudited) | (audited) | |
| series A ordinary shares of the nominal value of PLN 1 each | 50 | 50 |
| series B ordinary shares of the nominal value of PLN 1 each | 44 254 | 44 254 |
| series C ordinary shares of the nominal value of PLN 1 each | 8 100 | 8 100 |
| series E ordinary shares of the nominal value of PLN 1 each | 3 000 | 3 000 |
| series F ordinary shares of the nominal value of PLN 1 each Trade receivables |
13 884 | 13 884 |
| 69 288 | 69 288 |
| Registration date of capital increase | Volume | Value in PLN | |
|---|---|---|---|
| Ordinary issued and fully paid-up shares | |||
| Issued on 30 April 2008 | 2008-05-28 | 50 000 | 50 000 |
| Issued on 12 September 2008 | 2008-09-12 | 44 253 468 | 44 253 468 |
| Issued on 20 April 2009 | 2009-06-01 | 32 | 32 |
| Issued on 30 July 2009 | 2009-11-12 | 8 100 000 | 8 100 000 |
| Issued on 01 March 2010 | 2010-03-17 | 3 000 000 | 3 000 000 |
| Issued on 20 December 2012 | 2013-01-09 | 10 740 983 | 10 740 983 |
| Issued on 10 January 2013 | 2013-01-29 | 283 947 | 283 947 |
| Issued on 11 February 2013 | 2013-03-18 | 2 133 100 | 2 133 100 |
| Issued on 06 March 2013 | 2013-03-22 | 726 253 | 726 253 |
| As at 30 June 2015 (unaudited) | 69 287 783 | 69 287 783 |
| As at | As at | |
|---|---|---|
| 30 June 2017 | 31 December 2016 | |
| (unaudited) | (audited) | |
| Thomas Onstad (direct and indirect) | ||
| Share in the share capital | 68,13% | 68,13% |
| Share in the total number of votes | 68,13% | 68,13% |
| Nemus Holding AB (indirectly Thomas Onstad) | ||
| Share in the share capital | 58,28% | 58,06% |
| Share in the total number of votes | 58,28% | 58,06% |
| Other shareholders | ||
| Share in the share capital | 31,87% | 31,87% |
| Share in the total number of votes | 31,87% | 31,87% |
Swedish krona is the functional currency of the Company's foreign branch.
As at the balance sheet date, the assets and liabilities of the branch are translated into the presentation currency of the Company at the rate of exchange prevailing on the balance sheet date and its comprehensive income statement is translated using the average weighted exchange rate for the relevant reporting period. The FX differences on translation are recognised in other comprehensive income and cumulated in a separate equity item.
In the six months of 2017 reserve capital was not changed and as at 30 June 2017 amounted to PLN 447,641 thousand.
Other reserves amounted to PLN 115,156 thousand as at 30 June 2017 and decreased versus 31 December 2016 by PLN 33,045 thousand.
Pursuant to Resolution No. 8 of the Ordinary General Meeting of Shareholders of 08 June 2017, the loss generated by the Company in 2016 of PLN 33,217 thousand was transferred to reserve capital.
In accordance with the provisions of the Code of Commercial Companies, the Company is obliged to establish reserve capital to cover potential losses. At least 8% of the profit for the financial year disclosed in the financial statements of the Company should be transferred to the category of the capital until the capital has reached the amount of at least one third of the share capital. The use of reserve capital and reserve funds is determined by the General Meeting; however, a part of reserve capital may be used solely to cover the losses disclosed in the financial statements and may not be distributed for other purposes.
On 09 June 2017 the Ordinary General Meeting of Shareholders approved Resolution No. 8 on covering the loss for the financial year for 2016 of PLN 33,217 thousand from the Company's reserve capital.
In connection with the term and revolving loan agreements signed on 9 September 2016, agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the intercreditor agreement, the possibility of the Company to pay dividend is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurrence of any events of default (as defined in the term and revolving loan agreements).
Trade payables of the Company dropped by PLN 22,360 thousand versus the end of 2016. The decrease compared to the end of the previous period was caused by lower sales of pulp from external entities.
The Group holds the following financial instruments: cash in bank accounts, loans, borrowings, receivables, liabilities under financial leases and SWAP interest rate contracts and FX options.
The table below presents a comparison of the book value and fair value of all financial instruments held by the Company, split into each class and categories of assets and liabilities:
| Book value | Fair value | |||||
|---|---|---|---|---|---|---|
| Category | As at | As at | As at | As at | Level of fair value |
|
| complaint | 30 June | 31 December | 30 June | 31 December | compliant | |
| with IAS 39 | 2017 | 2016 | 2017 | 2016 | with IFRS 13 | |
| Financial Assets | ||||||
| Trade and other receivables (without VAT) | L&R | 62 887 | 76 687 | 62 887 | 76 687 | 3 |
| Other financial assets (short-term) | L&R | 76 513 | 77 332 | 76 513 | 77 332 | 3 |
| Financial Liabilities | ||||||
| Interest bearing bank loans and borrowings | OFL | 299 046 | 324 408 | 299 046 | 324 408 | 3 |
| Trade and other payables (without VAT) | OFL | 57 934 | 80 030 | 57 934 | 80 030 | 3 |
| Hedging instruments | 5 090 | 4 237 | 5 090 | 4 237 | 2 |
Abbreviations used:
FAuM – Financial assets kept until maturity
FVTPL – Financial assets/liabilities measured at fair value through profit and loss account
L&R – Loans and receivables
AFS – Financial assets available for sale
OFL – Other financial liabilities measured at amortised cost
Due to the lack of possibility of a reliable assessment, the Company did not perform any measurements of unlisted shares and interests at fair value for comparison purposes. In the opinion of the Management Board, the fair value of the other financial instruments does not deviate much from the book value.
As at 30 June 2017, the Group used cash flow hedge accounting for the following hedging items:
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to payment of interest in EUR on the loan in EUR:
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan |
|---|---|
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date |
2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 12 million. |
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan | |||
|---|---|---|---|---|
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR | |||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
|||
| Contract parameters: Contract conclusion date |
2016-11-21 | |||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 | |||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 2.6 million. | |||
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR short-term loan | |||
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 3M EURIBOR | |||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
|||
| Contract parameters: | ||||
| Contract conclusion date | 2016-11-21 | |||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 | |||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 9.9 million. EURO |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to payment of interest in PLN on the loan in PLN:
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN long-term loan |
|---|---|
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 6M WIBOR |
| SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis | |
| Hedging instruments | of a fixed interest rate |
| Contract parameters: | |
| Contract conclusion date | 2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of PLN 11.5 million. |
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN short-term loan |
|---|---|
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 3M WIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 interest payable in line with the payment schedule under the loan agreement of PLN 10 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN bonds |
| Hedged position | Future PLN interest flows in PLN loan calculated on the basis of interest payments on PLN bonds at 6M WIBOR |
| Hedging instruments | The hedging item is a SWAP transaction under which the Company agreed to pay interest in PLN on the PLN bonds on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the bond issue agreement; by 31.08.2021 interest payable in line with the payment schedule under of interest of PLN 100 million. |
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% |
|---|---|
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
| Contract parameters: | |
| Contract conclusion date | 2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 12 million |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting regarding the sale of EUR for USD:
| Type of hedge | Cash flow hedge related to planned sales in foreign currencies | ||
|---|---|---|---|
| Hedged position | The hedged position is a part of highly likely future cash inflows for exports | ||
| Hedging instruments | The hedging transactions - corridor FX options under which the Company acquired an option to sell EUR against USD and sold an opinion to buy EUR against USD |
||
| Contract parameters: | |||
| Contract conclusion dates | 05.05.2017 | ||
| Maturity date: | subject to contract; by 27.11.2017 | ||
| Hedged amount | EUR 7.0 million | ||
| Term exchange rate | EUR/USD 1.1000 and 1.0900 |
The table below presents the fair value of hedging instruments in cash flow hedge accounting as at 30 June 2017 and the comparative data:
| As at 30 June 2017 | As at 31 December 2016 | |||
|---|---|---|---|---|
| Assets | Liabilities | Assets | Liabilities | |
| SWAP | - | 4 407 | - | 4 580 |
| Floor option | - | (189) | - | (343) |
| Corridor options | 872 | |||
| Total hedging derivatives | - | 5 090 | - | 4 237 |
The table below presents the book value of the financial instruments held by the Company, exposed to interest rate risk, split into specific age baskets:
| 30 June 2017 | |||||||
|---|---|---|---|---|---|---|---|
| Variable interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Loans granted to related entities | 15 873 | 60 641 | 64 931 | - | - | - | 141 445 |
| Bank loans | - | - | 5 558 | - | - | - | 5 558 |
| Total | 15 873 | 60 641 | 70 490 | - | - | - | 147 003 |
| 30 June 2017 | |||||||
| Fixed interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Bank loans | 15 018 | 21 350 | 62 070 | 13 285 | 9 315 | 3 563 | 124 601 |
| Bonds | 4 808 | 19 690 | 17 813 | 16 073 | 39 972 | - | 98 356 |
| Borrowings received from related persons | 28 119 | 10 566 | 10 566 | - | - | - | 49 252 |
| Total | 47 945 | 51 607 | 90 450 | 29 358 | 49 287 | 3 563 | 272 209 |
| 31 December 2016 | |||||||
| Variable interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Loans granted to related entities | 10 100 | 67 231 | 62 905 | - | - | - | 140 237 |
| Bank loans | 5 000 | - | 35 361 | - | - | - | 40 361 |
| Total | 15 100 | 67 231 | 98 267 | - | - | 180 598 | |
| 31 December 2016 | |||||||
| Fixed interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Bank loans | 10 108 | 14 502 | 67 388 | 12 695 | 11 833 | 7 394 | 123 920 |
| Bonds | 4 473 | 12 158 | 18 180 | 16 434 | 46 376 | 14 | 97 635 |
| Borrowings received from related persons | 29 313 | 33 180 | - | - | - | - | 62 493 |
| Total | 43 894 | 59 840 | 85 568 | 29 129 | 58 209 | 7 408 | 284 048 |
The core financial instruments used by the Company include cash on hand and loans granted and borrowings received within the Group. The core objective of the financial instruments is to acquire funding for the business of the Company or for financial support of its subsidiary companies. The Company has various other financial instruments such as trade receivables and payables which arise directly from its operations.
The principle pursued by the Company now and throughout the period covered with these interim abbreviated financial statements is not to get involved in trading in financial instruments.
The core risks arising from the Company's financial instruments include: interest rate risk, liquidity risk, FX risk and credit risk.
The Management Board verifies and approves the management principles of each type of risk – the principles are concisely presented herebelow. Additionally, the Company keeps monitoring the risk of market prices related to the financial instruments it holds.
The primary objective of the capital management of the Company and its subsidiary companies is to maintain a strong credit rating and healthy capital ratios in order to support the business operations of the Group and to maximise shareholder value.
In the Management Board's opinion – in comparison to the annual financial statements for 2016, there have been no significant changes to the objectives and policies of capital management.
As at 30 June 2017, the Company had no contingent liabilities.
The table below presents the total amount of transactions concluded with related entities within the six-month period ended on 30 June 2017 and as at 30 June 2016 and as at 30 June 2017 and as at 31 December 2016:
| Related party | Sales to related entities |
Purchases from related entities |
Interest – financial income |
Interest – financial expense |
Receivables from related entities |
including overdue |
Loan receivables |
Liabilities to related entities |
Loan liabilities | |
|---|---|---|---|---|---|---|---|---|---|---|
| Parent entity: | ||||||||||
| Nemus Holding AB | 2017 | 2 371 | ||||||||
| 2016 | 2 858 | 870 | ||||||||
| Thomas Onstad | 2017 2016 |
719 746 |
113 - |
16 906 17 818 |
||||||
| Subsidiary entities: | ||||||||||
| Arctic Paper Kostrzyn S.A. | 2017 | 10 621 | 169 | 1 217 | 45 187 | 71 900 | 32 | 21 279 | ||
| 2016 | 10 436 | 171 | 61 624 | 69 085 | 1 407 | - | ||||
| Arctic Paper Munkedals AB | 2017 | 6 076 | 202 | 4 926 | 14 178 | 308 | ||||
| 2016 | 5 394 | 252 | 5 422 | - | 10 100 | 407 | - | |||
| Arctic Paper Grycksbo AB | 2017 | 6 211 | 15 | 769 | 10 001 | 54 943 | ||||
| 2016 | 5 056 | 6 498 | - | 61 051 | 871 | - | ||||
| Arctic Paper Mochenwangen GmbH | 2017 | 93 | 441 | 4 731 | 4 731 | 30 791 | ||||
| 2016 | 141 | 140 | 2 856 | 2 856 | 29 185 | - | - | |||
| Arctic Paper Investment GmbH | 2017 | 508 | 8 317 | 8 317 | 34 556 | |||||
| 2016 | 541 | 7 930 | 7 930 | 34 556 | - | - | ||||
| Arctic Paper Investment AB | 2017 | 82 709 | 333 | |||||||
| 2016 | - | - | 82 709 | 351 | - | |||||
| Arctic Paper Deutschland GmbH | 2017 | 10 | 56 | 24 | ||||||
| 2016 | 16 | 94 | - | - | - | 35 | - | |||
| Arctic Paper Papierhandels GmbH | 2017 | 7 | ||||||||
| 2016 | 9 | - | - | - | - | - | ||||
| Arctic Paper Sverige AB | 2017 | 8 | ||||||||
| 2016 | 13 | - | - | - | - | - | ||||
| Arctic Paper Danmark A/S | 2017 2016 |
5 9 |
- | - | - | - | - | |||
| Arctic Paper Norge AS | 2017 | 2 | ||||||||
| 2016 | 7 | - | - | - | - | - | ||||
| Arctic Paper Italia srl | 2017 | 3 | ||||||||
| 2016 | 5 | - | - | - | - | - | ||||
| Arctic Paper Espana SL | 2017 | 1 | ||||||||
| 2016 | 2 | - | - | - | - | - | ||||
| Arctic Paper Benelux S.A. | 2017 | 5 | 680 | 2 | 24 | 423 | ||||
| 2016 | 13 | 696 | 25 | - | - | 117 | - | |||
| Arctic Paper France SAS | 2017 | 7 | ||||||||
| 2016 | 12 | - | - | - | - | - | ||||
| Arctic Paper Baltic States SIA | 2017 | 1 | 2 | |||||||
| 2016 | 3 | 2 | - | - | - | - | ||||
| Arctic Paper Schweiz AG | 2017 | 3 | 756 | 0 | 119 | |||||
| 2016 | 7 | 969 | 1 | - | - | 223 | - | |||
| Arctic Paper UK Ltd. | 2017 | 6 | 6 | |||||||
| 2016 | 20 | - | - | - | - | - | ||||
| Arctic Paper Polska Sp. z o.o. | 2017 | 6 | 17 | 0 | ||||||
| 2016 | 10 | 16 | - | - | - | 3 | - | |||
| Arctic Paper East Sp. z o.o. | 2017 | 1 | 17 | |||||||
| 2016 | 1 | 17 | - | - | - | - | ||||
| Arctic Energy Sverige AB | 2017 | 1 174 | 577 | 31 699 | ||||||
| 2016 | 1 385 | 1 | - | - | 46 | 44 675 | ||||
| Other entities | ||||||||||
| Progressio s.c. | 2017 | 157 | 26 | |||||||
| 2016 | 137 | 28 | ||||||||
| Razem | 2017 | 23 068 | 1 851 | 3 139 | 1 893 | 75 582 | 13 048 | 289 500 | 1 532 | 69 884 |
| impairment charges | (93) | (949) | (13 048) | (13 048) | (65 347) | |||||
| presentation as interests in subsidiary entities | (82 709) | |||||||||
| 2017 net of impairment allowances and | ||||||||||
| reclassification of loan to equity | 22 975 | 1 851 | 2 191 | 1 893 | 62 534 | - | 141 444 | 1 532 | 69 884 | |
| 2016 | 21 155 | 2 083 | 933 | 2 131 | 87 234 | 10 786 | 286 686 | 4 358 | 62 493 | |
| presentation as interests in subsidiary entities | impairment charges | (141) | - | (681) | - | (10 786) | (10 786) | (63 741) (82 709) |
- | - |
| 2016 net of impairment allowances and reclassification of loan to equity |
21 014 | 2 083 | 252 | 2 131 | 76 448 | - | 140 236 | 4 358 | 62 493 |
There were no material events after the balance sheet date that should be disclosed in this report with the exception of those events that are disclosed in this report in paragraphs above.
Signatures of the Members of the Management Board
| Position | First and last name | Date | Signature |
|---|---|---|---|
| President of the Management Board Managing Director |
Per Skoglund | 28 August 2017 | |
| Member of the Management Board Financial Director |
Małgorzata Majewska-Śliwa | 28 August 2017 |
J.H. Dąbrowskiego 334 A, Box 383 Phone: +48 61 6262 000 Phone: +46 770 110 120 Fax.+48 61 6262 001 Fax. +46 31 631 725
Investor relations: [email protected]
Photos: fotolia.com, archive of Arctic Paper © 2017 Arctic Paper S.A.
Head Office Branch in Sweden
PL-60406, Poznań, Poland SE-401 26 Göteborg, Sweden
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